Spider Man: Grimm Eclipse
by Imosalad
Summary: When young Peter Parker found himself lost in another world that looks to be in peaceful times but is actually on the edge of destruction, he felt a strong urge of responsibility to protect it remembering the words of his uncle. but what would he do without Tony Stark watching over him? will he be in trouble? This is a chance for him to prove himself as an Avenger and Spider Man.
1. Prologue

**Remnant, Kingdom Of Vale**

'_I know what it's like to be scared, to be practically frozen in fear. In my early days, standing on top of a building, getting ready to jump off? Trusting I wouldn't go splat because of some web fluid I'd designed myself and Super Powers I've got from a Spider? That was… a little scary'._

A person was standing, on top of the tallest building in town. The figure is wearing a skin tight red and blue suit with black web linings covering all over the red parts and black like strappings on the sides along with a pair of bracelets on both of his wrist. He wore a mask concealing his identity, the glass of his lenses reflecting the scenery from above. He was hanging on the edge of a tower holding on to a single web line.

'_but then there would be a scream, something that needed my attention more than my fear, something more important than my safety'_

"Aghhhh!" a scream could be heard from the east side of the city.

'_And so i jumped, It's what i do, I'm Peter Parker…'_

The man in red and blue had jumped, but he knew what he was doing. he had aimed his wrist to a nearby building and with his middle and ring finger, he pressed a trigger shooting out a strand of webbing from the nozzle of his bracelets. As the web sticks to the side of a building, he grabed on the strand and used it to swing across the busy streets of the city.

'_I'm Your Friendly Neighbourhood Spider Man, and this is my neighbourhood'_

Spider Man was swinging from the highest ledge leaping above our heads. the lenses of his mask narrowed in a somewhat camera shutter kind of way as he spots the source of the scream. A speeding car that seemed to have gone out of control was spotted on the street making the people around in danger. Spider Man seeing the scene unfold, he increased the speed of his web swinging to try and catch up to the speeding car before he noticed a kid chasing a ball and was about to be ran over by the car. Swinging low, Spider Man grabbed the child putting him down on a safer place. Spider Man was about to chase after the speeding car again but was stopped by the kid calling to him.

"Hey you're that Spider guy on TV!"

"Yeah, and… It's Spider Man"

"Okay Spider Man, do a flip!"

Spider Man deadpanned, his right lense squinted while his other one widened a bit making a 'seriously?' kind of expression. _'well…Just this once'_ he did a triple back flip to impress the kid, then he landed on a passing car. The kid just stood there amazed_. 'okay Pete, we've been through this many times, gotta get to the car before anyone gets hurt'_ Spider Man shot a web line on a car in front of him zipping on to the the car only for him to jump off and zip to another car repeating the process as he gets closer to the speeding car. Once he had reached the speeding car, he crawled up to the window ready to break it before he noticed that the driver was not a burglar trying to escape, but a man stuck inside. Spiderman knocked on the window while doing a gesture of asking to open the car window.

"Hey! I don't suppose you can stop this car by any chance can you" Spider Man asked in a polite manner leaving the driver deadpanned at Spider Man for asking such a ridiculous question.

"If I can, I would've stopped this ages ago. Get me out of here!" shouted the man to the Young hero as he focused on driving trying his hard to not crash.

'_well, It was worth asking. now what do I do?'_ Spider Man was currently lost in thought until a bright idea stuck his head. _'oh yeah, I've always wanted to try this back home'_ He crawled over to the bottom side of the car looking at the wheels then shouted at the driver. "you might wanna hang on!" Spider Man webbed up the tires of the car forcing it to slow down. however, things weren't really going exactly as the wall crawler planned. The car began shaking moving left to right going even more out of control.

"what's going on?"

"I Don't know but whatever you're doing is causing this car to move out of control, now I can't steer"

"which means…"

"we're gonna crash!"

"oh crap…"

'_Okay this is bad… yeah this is really bad. and to make matters worse, the car is moving to the sidewalks, the pedestrians are in danger! what do I do? damn curse this parker luck. I didn't know that the car's tires here doesn't work the same as in New York'._

"Heads up! coming through!" Spider Man shouted at the group of people as he passed through many cars while hoping that the pedestrians would evacuate in time, unfortunately not everyone had gone out of the way while some just stood there frozen stiff not knowing what to do.

Seeing this, Spider Man did a quick calculation on how he can save both the driver and the pedestrians from the crash, everything appears to be in slow motion due to his reaction time being multiple times faster than a normal human, he could think of many ways in disabling a multiple gunfire before it could even be shot at him. but when it comes to people in danger, he'd just think less of his own safety.

Spider man did a back hand spring from the hood of the car putting his feet on the ground and holding on the moving car trying to stop it with his enhanced Spider Strength and his adhesive feet but with no luck, the car was not slowing down much. _'Well so much for that plan'_ Knowing that his effort isn't slowing the down the car, he had to try something else. _'Come on Pete you got this you got this you got this YOU GOT THIS!'_

"BREAAAKSSS!"

Spider Man yelled out a war cry as he did a little jump and stomped hard on to the ground forming craters beneath him hoping for it to be enough to slow down the cars momentum. But the car is still not slowing down enough for it to not hit the civilians. Using his enhanced strength, he lifted the car from the ground somehow stopping it from accelerating, the momentum from the speeding car still made him stumbled a little bit but he finally managed to stop the car just in time when it was inches to where the people were standing.

"Holy crap I did it! I didn't knew this would actually work but still…oh right". Remembering the car he's lifting, Spider Man gently put the car down and forced the door open, he was glad that the driver was safe, he glanced back to see the civilians weren't hurt at all giving him a sigh of relieve.

"So uh.. is everyone okay here?" Spider Man asked just to make sure and the nods from the civilians made him certain.

He was about to swing away but was stopped by a shy girl dressed in black who came up to him asking for an autograph, Spider Man didn't see any harm in giving a little autograph but the crowd behind her starts shoving also wanting to meet the web slinger. The girl seemed a little down knowing she probably had no chance with the hero, but Spider Man has always been among the losers side, long enough to know how she feels about being left out. Being the nice guy he is, Spidey shot a web line at the girl's book pulling it to his hand and taking a pen from one of the people asking for autographs. The rest of the civilians gave Spidey a jealous look while Spider Man could only shrug his shoulder

"Sorry guys, she asked first. one at a time now" after signing the girls notebook, she had a very delightful look on her face, Spidey couldn't help but smile under his mask, he then continued to sign other people's belongings and taking pictures, but before he could finish. A sound of glass breaking and an alarm ringing could be heard from a few blocks away.

"Oh wow would you look at that, I'd love to stick around with you and all but … I places to be, no hard feelings!" Says the masked vigilante as he shot a web line pulling him high above the ground and swung himself to the location of the robbery leaving the people cheering his name while others was feeling a little down since they couldn't get his autograph. But they all had a bright smile as they know that with Spider Man around, they can feel safer.

Spider Man had landed on the side of the building sticking on it, he then spotted a group of five people wearing unique matching outfits inside of the shop. he leapt from the wall he's currently sticking on and bounce off a lamppost, sticking to said shop's wall. Quietly entering from the air vents, he crawled on the ceilings to not get anyone's attention that he's inside.

Spider Man inspected the members of the White Fang carefully, he saw them wearing matching outfits that consist of a black pants with a pair of boots and gloves completed with a sleeveless white vest that has White Fang insignia on their right chest area and a bigger one on their back. They all wore the same skeleton mask that reminded Peter a lot about the skeletons covering the black monsters heads that he fought before, which he thought was kind of cool.

There he saw one of the five coming to the cashier and having a little talk before he pulled out a gun towards the shop keeper, the shop keeper was shocked and instinctively pulled out money from the drawer and put his hands high above the air.

"We're not here for the money, just hand over all of your dusts" says the man holding a gun as he threw a bag for the man to stuck up the dusts in, his comrades had also spread out to take some dust from the shop to make it more efficient.

'_I gotta be careful… These guys got guns that I wouldn't want them to fire at if they suddenly see me…and I bet they aren't smart enough to even think about it. It could cause an explosion when it hits the dusts! I have to be careful…' _

Still perched to the wall, Spider Man began crawling down with a strand of webbing to one of the goons, he light tapped the guy from the back and jumped over to his front when the goon looked behind to find no one there, but when he turned back again, he was met by webs covering his face and couldn't see. His mouth closed shut by the webbing making him unable to make any sound, and a punch to the face was given by Spider Man. The punch was hard enough to make him lost consciousness in an instant.

"Sleep tight! Don't let the Spiders bite~" Spider Man joked in a whispering tone to not alert the others, he then brought the guy up towards the ceiling and webbed him up there, moving on to the next target. He saw one of the guys collecting the dusts on the shelf, Spider Man shot a web sticking the guys hand to the shelf, he was confused so he looked at where the web was shot at but was met with his mouth being suddenly covered with webs. Using this moment, Spider Man jumped from the ceiling and made a strike towards the guy also knocking him unconscious. Spider Man shot a web line towards the ceilings and pulled hard connecting it to the goons body, he then released his grip which sent the man immediately pulled upwards towards the ceiling.

'Spider Sense', he felt one of the goons heading towards his way, Spider Man quickly leapt towards the walls so that the guy wouldn't see him. When the guy turned to see what noise he was hearing, he saw nothing there. Spider Man fired a small chip towards a wall that's facing the guy, a laser light was pointed at the man and suddenly, a strand of webbing had pulled him towards the wall where the chip was planted, and suddenly he was covered in a bunch of webs making him unable to move, see, nor hear.

One of the goons was curious what noise he heard from the back, he came to check out what was going on only to find one of his comrades stuck on a wall covered with something that looks like webs. He was about to shout and warn the others when he felt a hard force pushing on his back and before he could even react, he was sent flying towards the same wall as his comrade and also covered in webs.

"Well, that's one Impact web used up…" Spider Man clapped his hand seeing his work before turning to face the leader of the group already looking at him with a gun pointed at the hero. Spider Man knew he was already there and kept a cool mind, normal teenagers would've been scared to death when they're pointed a gun but not for Peter Parker, he can even react and move faster than multiple bullets being fired at him.

"So… I'm guessing you're the leader of the pack?" The guy didn't even tried to answer.

"Not much of a talker huh? Well.. I'm not a fan of guns so I'll be taking that!" Spider Man fired a strand of web towards the man's gun and yanked it away from him before firing another strand at him and pulled the guy towards himself. Spider Man gave a straight punch to try and knock the guy out like he did with the others but the guy didn't get knocked out as easily as the others.

"Okay… you're a tough one huh? Well bring it on then!" The leader of the group had pulled out a small stick that extended into a sword, Spider Man was surprised but he didn't really think it was a thing after all he'd seen.

Spider Man began to dodge the many deadly swings from the guy, he jumped and ducked and flipped away from the guy's attacks, Spider Man threw another punch at the guy that caused him to stagger but he wasn't down. Seeing the guy staggered was an opportunity he won't miss, Spider Man shot his web towards the guys weapon connecting it on the wall.

"I hope you're hungry for some knuckle sandwiches!" He then leapt towards the guy and did multiple punches to the guy, after five or six punches was given, the guy finally fell unconscious still with his hand stuck to the wall.

"Finally… didn't expect he wouldn't get knocked out at the first hit, maybe I'm getting soft… but at least I did it without having any explosions this time! So glad this doesn't have to turn out to be one of those Michael Bay's clichés" Spider Man was lost in thought but was brought back to reality when he remembered the shop keeper was still there.

"Oh umm… you okay sir?"

"Yeah man thank you for saving me, are you a Huntsmen? You seem so young to be one"

Peter didn't know what to say, he only knew about Huntsmen from books he'd read. He haven't really gotten a clue at what huntsmen's really do, but they did say they help people.

"Something like that"

"I've never seen you here before… who are you?"

"Don't you watch the news man? I am the emissary from hell, Spider Man!" He said while doing a crouching pose

"…What?"

"That was a joke, Just call me Spider Man. Oh uh… and tell the cops I said hi!" Spider Man ran outside from the store as fast as he could and swung away from the crime scene, the shop keeper guy just stood there in awe.

"Why on earth did I have to say that? Stupid stupid!" Peter did a face palm for being such an Idiot, he just blew his first appearance to the public by saying something stupid.

"Oh hell! I completely forgot to ask that White Fang guy who he's working for! I'm such an Idiot… great now I really feel like I want to hit something" Spider Man then continued exploring Vale while looking for crime to stop.

0-0-0-0-0-0-0-0-0-0-0-0-0-0

In another Place high up on Clock Work Tower. A middle aged man wearing dark green cloak with graying hair and glasses was watching the masked Vigilante wearing red and blue stoppong a speeding car and a robbery. The man took a sip from his mug that he was holding as he inspected the footage from a very thin screen. Beside him was a middle aged woman about his age standing with him as they both saw Spider Man in action.

"Miss Goodwitch, what do you think of the new Hero in Vale?" The middle aged man turned to his good friend and assistant Goodwitch, which she simply shrugged of with an annoyed tone.

"I do not approve of his methods…"

"And why is that?"

"His method is childish, he thinks he can play a hero while he doesn't even know how dangerous it could be, he's also very reckless not caring of his own safety. That boy will only bring danger upon himself and everyone around him".

Goodwitch said in a calm way but anyone would shiver hearing her comment, her comment was on point, make sense, and cold. Her eyes just stared blankly at Spider Man whos' displayed on the screen, but Goodwitch was not done talking.

"He is very mysterious, no one knows about him, he wears a mask hiding his face making us unable to identify him. He could be a potential threat to Vale"

"Maybe you're right, but crimes in Vale have decreased ever since he came so I think we still need to thank him for that".

He took a sip of his drink while still thinking of the many possibilities that could be done by the masked vigilante. He's very unique, his abilities are very different from anyone he'd met before. His strength being able to stop a speeding car, even lifting it. His agility being fast enough to be able to dodge any attack, even bullets thrown at him while coming out after every battle without a scratch even against the White Fang. his attire isn't something you see every day, the iconic red and blue and spider insignia on his suit. Everything about him just seems to be out of this world, The man with gray hair took a sip of his mug once more while staring intently at his scroll.

"You're indeed very interesting Spider Man, I'm looking forward to meeting you".

**Okay that's a wrap guys! Yeah I know this chapter doesn't make sense at all but I needed a good intro to keep you guys away from being bored. Most readers expects a good action and some are just in it for the shipings, don't get me wrong I look forward for that too and yes I haven't teased the RWBY girls yet but we'll get to that.**

**And yes I know that we've been through a lot of these crossovers already but I've been wanting to do this crossover for as long as I've thought about it. Besides, the last time we had a good RWBY Spidey crossover was like last year, and honestly I'm a bit tired of waiting. **

**Look I know that I'm not the best writer there is but… I just hope you guys would enjoy this story as much as I enjoy writing it, and I would appreciate/also think about the ideas you guys have when you review this, wouldn't want another cliché story. Oh and another important thing, I've got a lot of this planned and I'm not just planning on ending this for just one or two volumes of RWBY. I was thinking about going past Volume 3 so yeah, get ready to cry your asses off, Well.. maybe not. **

**Anyways I hope you guys enjoyed this prologue chapter, next chapter will be about how Spidey got to remnant, and yeah you can expect a little cliché on some parts of this story, I was planning on releasing chapter2 about two weeks from now, but since it's Friday and I've still got a lot of time, maybe I can release it Monday? Well guess that's it for this chapter and have a nice day people.**

**Toodles!**


	2. Episode 1

**Far From Home**

In a faraway place, far away from earth, far away from home. There exist a planet, a planet that we were thought in school as the biggest planet closest to our galaxy. Jupiter, a planet that has multiple satelites in which one of them.. is Titan. What we don't know is that this satellite was once a wonderful and habitable place just like earth, but things have turned over a few decades. What used to be a grass field had now turned to dessert as far as the eye can see, beautiful building structures now had crumbled into city ruins, not long after… Titan had fall and gone extinct all because of the planet being overpopulated. One of the survivors was Thanos who seek to save the Universe from overpopulation, by erasing half of life from all over the universe, he became a world conqueror and gain many names and allies.

Now with a quest to collect all of the infinity stones to obtain his ultimate goal, he fought against earths mightiest heroes and even the guardians of the galaxy, but with no effort he had beat both of them. There they were lying motionless on the ground, both members of the Avengers and the Guardians, not dead but knocked out… except for three others.

Tony stark also known as Iron Man who is currently wounded from getting impaled by his own blade that he tried to stab thanos with. Peter Parker who calls himself Spider Man, is currently aiding Stark in keeping him alive. And Doctor Strange known as Master of the Mystict Arts, he put up a good fight against Thanos but even so, he still was no match for the Mad Titan.

There he stood alone gazing at the sky standing there with the time stone in hand, he glanced at his home planet then at the fallen heroes. With a look of satisfaction he raised his arm with gauntlet in hand, he clenched his fist and a blue light illuminated from one of the stones. Behind Mad Titan, formed a dark blue vortex which is actually a wormhole connecting to a point in space and time.

Thanos was about to head to the wormhole before a voice shouting "THANOS!" made him stop and turn around, behind him stood an unexpected challenger, one of the members of the Avengers, but instead of professional or experienced heroes, the one who called out to him was the youngest and less experienced Avenger Spider Man.

"Where do you think you're going!?" shouted the young Hero without a hint of fear, although he wears a mask but Thanos can clearly see the anger in him but he had no intention of dealing with him.

"I have gotten what I wanted, I have nothing more to do with any of you. For now, I will take my leave " Thanos was about to walk away ignoring Spider Man but was once again stopped by a strand of webbing sticking on his right hand, he turn to see Spider Man trying hard to pull him away but didn't do much to him.

"You're not getting away with this!"

"Kid stop! Don't do this!" a familiar voice was calling to Spider Man, he turn to see Tony Stark struggling to stop him from doing anything stupid, but Parker was not going to accept.

"Let go of my hand boy and I will spare you" Thanos threatened with a grimacing tone which caused Parker to flinch, but he had a strong courage.

"Go ahead! Try…" This caused Thanos to frown.

"Foolish child" Thanos said as he grabbed on the web line sticking on to his hand and pulling Spider Man Towards him, but Spider Man saw it coming.

Just as he expected, Thanos brought up his left hand getting ready to punch him. Using the Mad Titan's hand that almost hit him, he used it to do a midair one handed handspring and did a kick on Thanos hoping that would at least hurt him a little. Unfortunately for Spider Man, it wasn't enough to even hurt him the slightest. Thanos clenched his fist and a purple shockwave formed around him knocking back Spider Man with little to no effort.

"You're not stopping me…"

"I am stopping you, Right now!" He ran towards the Mad Titan.

Thanos was ready to land a hard punch at him but failed as Spider Man jumped towards him faster than he could land a hit, Spider Man kicked Thanos's chin with a backflip kick and landed on all four. He pounced at Thanos once again but couldn't land a hit as Thanos was ready and blocked his punch. Thanos threw Spider Man away only to find two strands of webbing attached to his body and Spider Man who's catapulting himself towards him. Spider Man landed a clean dropkick to the face and jumps away.

'_This is nuts! I can't take this guy, he's too strong. but I can't give up now, come on Pete think! There's got to be a way '._ Peter was panting, he was tired after constantly dodging and fighting together with the Avengers,but that thought gave him an idea _'Maybe…that could work!'._

As desperate as he is, Spider Man once again made a mad dash towards Thanos. He ran as fast as he could ignoring his Spider Sense that keeps telling him he's in danger. Thanos brought up his hand once again, ready to land a massive hit on the wall crawler but Spider Man jumped over his punch at the last second leaving a crater to form beneath him. Spider Man leapt overThano's head and shot webbing at his eyes blinding his sight. Thanos was about to rip off the webs blocking his vision but was stopped as he felt a chocking on his neck area, He didn't noticed that Spider Man would used multiple strings of webs to try and suffocate him.

Spider Man no longer holding back his strength is currently trying very hard to even suffocate the Mad Titan, Spidey noticed Thanos gasping for air so he knew it was working. Thanos tried to pull Spider Man away from him but since he couldn't see, Spider Man took it as an advantage and move away every time a hand tries to reach him. The more thanos tried to grab Spider Man, the more force he could feel choking him. Thanos struggled to break free until he starded stumbling, seeing this gave Spider Man a sigh of relieve knowing that it's working, but then his Spider Sense started blaring. He turned to see the cause of the problem, he saw that now the wormhole's growing bigger and becoming unstable, It's starting to pull everything from two meter radius into it's void, including the Mad Titan and himself. He tried to get away but his leg was caught by Thanos's hand as they both got sucked into the wormhole leaving it to close completely as they went in, Tony and the others could only sat there in disbelief.

"Kid.. what have I done?..." Tony grumbled at himself as he wonder how would he explain this to Peter's unusually attractive aunt later.

0-0-0-0-0-0-0-0-0-0-0-0-0-0-0

Blank, everything was pitch black.

Peter felt really exhausted, his entire muscles were numb after the fight, he felt his Spider Sense tingling but he didn't care, he didn't have the energy to care about it. Until he could feel a slight choking which felt like it's getting stronger as his Spider Sense starts tingling wilder.

Peter's eyes widened as he gasped for air, in front of him was Thanos the Mad Titan, and as for his chocking, he was being strangled by the Mad Titan's hands. But what's more surprising is that they're no longer in Titan, they're inside the wormhole. The inside of it looked like a tunnel that stretched as far as the eye can see, the walls of the tunnels looked like lines of light and voids of space, reminds Peter of a video he saw about exploring the inside of a Black Hole which he thought was dumb, but he was quickly reminded of the painful situation he's in right now.

"Urkk… I don't… suppose.. we.. can call it a D…draw?"

"Insect… do you really believe you can stop me!" Thanos's grips harder causing Peter to groan in pain.

"Well... a man can try…"

"I gave you a chance before… but now I must dispose of you, because I know you're stupid enough to come back and try to stop me again." Peter winced as the grip became stronger making him even harder to breathe, he didn't know how much longer he can take of this.

"Any last words…Spider Man?"

"Actually… I do..". Sneaking his hand under Thanos's grip, he prayed hard for this to work.

"Watch the hands… not the mouth…." Thanos lifted an eye brow still not getting his weird quips from time to time fighting, but he felt something was off. Until he realized what he ment, Spider Man had aimed his wrist at him but it was too late, his eyes was webbed up again temporarily blinded.

"Heh, nice try… but I don't need sight to crush you…" says Thanos as he tighten his grip on Spider Man.

"Hurkk…wouldn't say that if I we're you…" Thanos was confused at the last statement and was caught off guard when he heard a clicking sound.

"Karen… T..Taser Webs!" Hearing that, Thanos knew too well what was about to happen and he was right, He got electrocuted. Thanos could've easily endured it and ripped the webbing off but getting electrocuted with enough energy to power a house directly through a naked eye would make anyone scream in pain. Muscles can be hardened, but internal organs aren't invincible. Instincts kicked in, Thanos let go of Spider Man to hold both of his eyes screaming in pain.

Spider Man was taking a moment to heal from Thanos's grip which wasn't really something pleasant, he could still feel the pain around his rib cages and neck. He didn't knew that a simple plan would work so fine and could even trick Thanos, but it was a bet he was willing to take. Suddenly, he just realized that he was not standing on solid ground, he was being pulled by the gravity and the force of this vortex which seems to work randomly here. He tried to attach a web line to Thanos but resulted in his webs coming out in a weird way, Spider Man was being pulled harder and faster by the time goes on, he was being spun around by the vortex till he ended up going off track from the tunnel's walls _'This can't be good…' _once he was outside of the vortex, everything went blank again leaving Spider Man Unconcious.

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**Splat!**

"Ouch…"

A cringing sound could be heard as Spider Man fell on the ground landed face first.

"Uugh.. what the hell just happen?" Peter groaned in pain feeling his entire body in pain especially on the face.

"**You fell from the sky and landed on your face" **Karen's voice was the only thing he heard in a while after the minutes he spent inside the emptiness of that void.

"I know that much…" Peter felt a slight headache, he rubbed his head as he got up and opened up his eyes only to find out that he's currently inside a forest.

"Umm... Karen? Where are we? What is this place?"

"**I'm not sure, I cannot seem to find a satellite to pin point our location"** Karen said while scanning the area.

"But this is a forest, and that's a blue sky with clouds, and the grass are all green and everything. This is earth right? It's got to be I mean it looks very similar, but where?"

"**I still can't seem to find our current location, there are no signals nor connections I can connect into".**

"Doesn't this suit comes with a wifi or something?"

"**The Iron Man suit does, but not your suit"**

"great… now I wish I took camping seriously" Peter started walking through the forest, he crawled on to a tree to get better view on higher grounds hoping to see a village or something he can rest at, but with no luck, he could only see trees and bushes everywhere.

"Hey Karen, try scanning for any sign of life nearby. That could help me find people, or better yet… stay out of troubles like wild animals, lord knows what happen if I got lost in the Amazon"

"**Searching for heat signatures from ten kilometers of range…" **Peter had already jumped down from the tree and continued walking straight hoping to find something, but knowing his Parker luck, it'll probably take longer than expected. He kept walking while waiting for an answer from Karen.

"**Search complete, there are no signs of human life that can be found around ten kilometer radius, only squirrels and small animals like birds, rabbits, and bugs are present"**

"We'll… at least there aren't any wild animals, weird though... I thought this was a jungle…" Peter's train of thought was cut as his Spider Sense starts tingling.

"Uuh.. Karen? Are you sure there aren't any potentially harmful living creatures nearby?"

"**I am peter, what makes you say that?" **Peter tried to look around trying to find if it could be a coconut about to fall on his head but these aren't Coconut trees

"huh…I thought for sure that I felt a…" Peter was cut midsentence when a black figure pounced on him from the bushes, It's razor sharp claws aiming for Peter's head but missed as he dodge the attack at the last second by bending his body backwards in a ninety degree angle.

"What the hell, what was that? I thought you said there aren't any wild animals nearby"

"**Peter, I'm not sensing any life signatures from it…"**

"What? How?"

Peter was confused, he gulped when he saw the creature turning over to see him, he could only stood there in disbelief at what he's seeing, and Karen's last comment only made Peter shivered even more. In front of him stood a huge wolf like figure with bones sticking out of Its body, It had red bloody eyes with long sharp claws and fangs, what's more is that It can stand on two feet reminding him of a Werewolf. To make it worse, three more of them were emerging from behind the bushes, Peter can feel gazes around him as his Spider Sense kept going wild from the back of his skull.

"Uuh.. I don't suppose you boys came here to play fetch?" Peter's joking question was answered with a growl as one of the wolves pounced at him but Peter had jumped and latched on to a tree.

"Thought so…" Peter aimed his wrist at the wolf that tried to attack him, he pressed the trigger of his Web Shooters only to find nothing coming out of there, his heads up display lenses showing up a HUD notification noticing "Out of Fluid".

"Crap…"

Peter was about to try and flee from the fight scene until he felt the tree collapsing, He found out that the wolf's claws are sharp enough to cut down trees. _'I am so dead'_When Peter had landed down, the entire pack had immediately ganged up on him, and as if by command, they all pounced at him at the same time. That was until four mechanical Spider Legs sprout out of his back knocking back the wolves that were about to attack him.

"Ooh thank you Mr. Stark…" Waldeos is what he call it, was a pretty helpful and a handy tool for him, a strong and durable mechanical Spider Legs could really be helpful when he needed extra hands, the waldeos had already retracted back onto the back of his suit.

Peter began to take his fighting stance knowing that he probably had to fight his way out of this. _'Okay Parker think, four packs of werewolves ganging up on you, what do you do?_' peter had never fought things beyond street level before and never in his dreams that he would be fighting werewolves, He saw that the four wolves now standing still waiting for him to move.

"Being cautious are we? Smart move…"

"**wolves are smart creatures that goes by pack, they don't go rash on attacking, they take time to study their prey. Seeing you threw them away like that had forced them to use defensive measures it seems"**

"yeah I noticed…"

"**Would you like me to activate enhanced combat mode?"**

"Nope, I've got a better idea…" Peter had grabbed his extra cartridges, reloading his web shooters. Now fully prepared, Spider Man's shutter lenses narrowed focusing on each of the wolf packs thinking of a good one to start.

"Aww.. what the heck, Splitter Web!"

From the nozzle of the web shooters, sprout out four strands of webbing each attaching to the werewolves. catching them by surprise, Peter pulled hard on the webs launching the four werewolves towards him, then his reflexes kicked in. Time seemed to be slowing down as Spidey did a dive roll and aimed a kick to the torso which launched one wolf flying and crashing to a nearby tree. Getting back at his feet, Peter leapt pass by the two werewolves placing one hand on the ground while extending both of his legs to kick the back of the two, the force launched both of them to opposite directions. Using his hand that's currently on the ground, he did a one handed back handspring and twirled midair to gain momentum and force for his punch at the last wolf coming his way, once in a distance, he punched hard on the wolf's face slamming it to the ground forming craters and rendering it unconcious.

"Whoa that was awesome!"

Now satisfied with his work, he turn to saw the wolfs were all knocked out cold, but it wasn't over. His Spider Sense blaring telling him to 'Duck!' he ducked at a claw that almost had his head, he turn to see that there was still one werewolf standing, only this one was different than the others. This one was a lot larger, he had more bones sticking out of parts of Its body, more bones acting as an armor, you can already tell at a glance that this is the alpha leader of the pack just by looking at its looks, The alpha growled at Peter.

"Ooh geez dude, if you wanted a breath mint you could just ask" He joked trying to relieve the tension of fear.

"Oh God!" His shutter lenses widened as the lenses reflected a claw coming at him, peter did multiple back handsprings and backflips avoiding the barrage of slashes from the alpha, he did a side flip and landed on a tree.

"Hey are you lost? Cause you seem like a Where-Wolf to me, hehe get it? No? alright your lost"

Using the tree, he pushed himself towards the alpha, with enough momentum and force, he aimed his punch at the face of the wolf, the alpha was sent flying to a nearby tree, but it wasn't down just yet. The alpha had gone back up, but a crack could be seen on the skeletal mask that the alpha had as an armor.

"Okay tough guy… don't like jokes I see, but seriously are you lost? You're like an odd ball here looking all different than the other guys, or are you the leader? That would explain why you'd be pissed after I beat up your boys, they did put up quite a fight though so don't sweat it"

The alpha now down on all four getting ready to pounce at Peter anytime, Peter did the same, he crouched low getting ready for a fight but his Spider Sense tingled once again. A growl could be heard from the bush, he thought it'd be another wolf but this one was different. It was a bear, a really big one with the same bones pocking out of Its body, red eyes, and sharp claws with the same black color.

"Okay seriously what's with the black color and bones in animals here, is this Shadow Island? Or am I in Silent Hill?"

Peter was still confused of his whereabouts and thought about the recent thing that came to mind when it comes to monsters. But he was forced to snap back into reality knowing his Spider Sense never giving him a break and now that there are two overgrown black beasts ready to come at him at any second.

"Oh come on…"

The two beast began attacking him at the same time, they move fast with their claws but Peter was faster, he side stepped at the bear's incoming claws, and ducked at the alpha's vicious slashes. Using his bare hands, peter gave the alpha an uppercut launching it backwards. Peter put his adhesive hands on the bear and lifted the bear high up then slamming the bear back down as the ground cracked from the hard impact.

'Spider Sense' Peter ducked at the alpha that had just got back up and pounced back at Peter, the alpha turned around to see It's pray. Again his Spider Sense tingled sensing an attack from the fallen bear, he jumped back to gain a bit of distance from them. Both the wolf and the bear started walking closer to him, Peter back up but was stopped by a tree being in his way.

"Crap there's no end to this… I have to end it now before more of these guys comes". Peter inspected his enemies looking at the fangs and claws of the alpha, he glanced at the bear with its big overgrown size and weight, its strength and everything. He knew that the claws of the wolves are sharp and deadly while the bear is strong, a perfect combo for a powerful duo. But that gave him an Idea he, thought maybe he can use it against them.

Peter got ready, he did a mocking stance at the wolf, he pointed his hand forward and taunted 'come at me' luckily for him, the alpha immediately ran up to him with claws about to slash at him. At the last second, he side stepped evading the thrust of the wolf that hit a tree, Peter shot his webs at the alpha's hand making it stuck on the tree. And just to his guess, the bear ran up to him immediately after the alpha.

"Just as planned, Trip Wire Web!"

Peter pointed his wrist at the bear shooting something that for once wasn't webbing but some sort of mini chip that shined a laser point light that pointed at the alpha. At that moment, the tip where it shined a laser pointer shot out a strand of webbing sticking to the back of the alpha and with that, pulling the bear with immense speed. Both the alpha and the bear crashed at each other, the back spikes of bone from the alpha impaling the bear while the mass of the bear crushing the alpha on the tree. Both of the beasts had fallen limp and not moving, Peter's plan was a success.

"Woah, I did it! i…" Peter was yet again cut midsentence as his Spider Sense started tingling and he can hear rustling from the bushes. Groups of werewolves had emerged and a bunch of bears as well, he also saw what he thought was a wild boar.

"I… am out of here" with that, Peter shot a strand of webbing to a nearby tree, pulling himself up and swinging further away while praying for them to not chase him.

Moments later, the pack of beast had lost track of him somehow but he was glad as hell that they did, he wouldn't want to keep up a fight with monsters like that any longer. It had been a while since Peter had walked around wondering in the forest, now he's in a place where it's clear from trees, less trees to be precise, he was on a cliff. He's been wondering around through the forest that he'd lost track of time and before he knew it, it was already dark, he had to find a place to rest soon, Not only that but he also needs food and water. There's still many things going on his mind like how are the Avengers doing with Thanos, did they beat him? And how will he explain it to aunt may, he was stopped about thinking it when Karen spoke up.

"**Peter, I have good news. But I'm afraid I also have bad news"**

"Well If the bad news is that there are more monsters like that then I'm way pass that, so what's the good news?"

"**The good news is that I've found life signatures, a civilization even"**

"You mean you found a city?" Peter had landed from swinging from the trees now walking up the cliff

"**Yes, It's right in front of that cliff"**

"That's great news! So what's the bad news?"

Peter started jogging a little bit, he was excited knowing that he doesn't have to sleep on a tree tonight but was also nervous about how he'd convince someone to let him stay there, he's not a very popular hero like Iron Man or Captain America, he's only been Spider Man for eight months. But what he didn't expect was that the city Karen mention was a bit more than what he thought It would be.

"what the…" Peter was lost for words, the city was a mixture of advance and old styled structure, a huge wall is raised high around the city, inside the walls he can see buildings that looked like it came out straight from a comic book. There he saw some floating vehicles which he thought he was losing it. Is this wakanda? he never knew there was a place on earth like this.

"**The bad news is… you might not be on earth, look at the sky"**

Peter couldn't believe himself, he already thought that the city isn't anything like it is on earth but Karen agreeing on it means there's no mistaking it. He didn't want to be proven right but he must know if this is really not earth so he looked up and gazed at the sky. His shutter lenses widened in shock as the lenses reflected the moon. The moon was nothing like it is on earth, the moon was shattered, part of its pieces where still there just floating. It's nothing like he's ever seen before, it's as if the death star was blown away. And with that, It's enough prove for him that he's no longer on earth.

"Oh I really should've stayed at the bus…".

**There! As promised, the second chapter is here! Man my arms are tired as hell… I had nothing to do for the weekend so I thought I'd spend my entire time working on this story for you all, but I didn't know that thinking about ideas would be that hard, I mean I wasted like a lot of time spacing out not knowing what else to type, I also had to review it over multiple times just to see if this story had turned out alright, man I need an editor, and a cute one at that! Anyways… I hope you enjoy this story, your reviews always means a lot to me cause it really helps me with my writings. Yeah this is a pretty long written one, now I see why most writers just gives up and hangs up on their stories, I sure hope I don't.**

**Okay enough about me, on with the story! Look I know I messed up Thanos's almighty power and made him look like a dork in front of Iron Boy Junior but I couldn't really think of any other ways to make the origin story unique, I don't know if someone have actually written about this yet but I swear I'm not copying anybody! And yes peter will have both the Stark Suit and Iron Spider suit, I have many good ideas for that and I am welcome for ideas you have for it.**

**And yeah I know I kinda cramped too many things in one place, I honestly wanted to make things longer but I know some fans just don't want that so I tried to make things a lot faster, although not that fast… I'm just giving a heads up for ya, don't expect to see team RWBY for at least a few chapters later, and there will be a few OC's here and there, but don't worry it's not going to be that much or change many things about the team. Just wait for it to be done in patience alright, next Chapter will be Spider Man's first appearance in Vale! Not sure when it'll be ready though, maybe two weeks from now? I just hope I can get it done as soon as possible… okay that's it for me today.**

**Have a good time peeps!**


	3. Episode 2

**Vale's Protector**

It was a beautiful day, The sky was shining bright and clear without much clouds, birds are flying above the sky, people walking on the sidewalks each have their own individual things to do, it was a normal day for everyone. But not for Peter Parker, not for Spider Man to be precise. A young boy in a red and blue suit could be seen laying on the ground unconscious before he got up moments later with an uncomfortable grunt.

"Ugh... my back is killing me… " Peter had finally woken up after sleeping all night on someone's rooftop.

"**You don't seem to be having any injuries, scanners had checked that you've only had a bad sleeping position" **the voice of his AI Karen was the first thing he heard in the morning.

"Oh geez… you don't have to remind me, I slept on a roof all night and now my back is killing me, lucky it's not winter season for the time being or else I'd be freezing" He rubbed his back trying to eas off the pain.

"**The suit does come with a heater, you wouldn't get cold"**

"Whatever, hey how long was I out anyway?"

"**Ten hours, thirty nine minutes, and fifty five seconds. Judging by the position where the sun is at right now, it would seem like it's eight in the morning"**

"Huh.. pretty sure I'd overslept, well that's cool…" Peter's dialogue stopped when his stomach started growling.

"Okay…yeah need something to eat, this super human metabolism isn't going to feed itself and I'm pretty sure I hadn't eaten anything except for breakfast before the fieldtrip"

Peter got up and walked to the edge of the rooftop, he stared down at the peaceful pedestrians walking around remembering that he hadn't got the time to check them out once he got here last night, he was so tired that he fell asleep on someone's rooftops.

His shutter lenses widened in disbelief at what he's seeing, the people were wearing clothes that are similar to what the people wear on earth, yet so different in so many levels, their hair are all very colorful and looks to be natural. Peter actually feels like he's in an RPG styled game.

"Wow look at that, casual and middle aged styled clothing, feels like I'm in comic con. Wait, speaking of clothes… what happened to my new suit?" Peter had just noticed that the suit he was wearing was not his new suit but rather his usual red and blue get up.

"**I have put the Iron Spider suit in standby mode for power preserving purposes"**

"Power preserving? You mean the suit's low on battery?"

"**Unfortunately yes, unlike your usual suit that is designed with a kinetic energy absorption that transfers the force from your movements into electricity to power the suit. The Iron Spider suit relies on miniature Arc Reactors which you might know as the glowing parts of your suit. The suit has many features and needs a lot of Power for it to be usable, knowing this is an unknown world, I figured it would be best to save the suit for when you really need it"**

"Huh…guess that explains how I didn't need to charge my suit, but where is it?"

"**It's on the Spider insignia on your back" **Peter had just realized that his back Spider Logo had seemed a bit different, but Peter's attention was suddenly lost when he saw a half animal human walk by.

"Woah… look at that! an actual half animal person! wow that cat girl's cute… I've got to get me a picture with one of them and show Ned, he's a huge fan of these kinds of Cat Girls in cartoons and I bet I'd blow his mind when he sees this!" there were half animal people he had seen walking along side with people, and they used to call him a freak for being able to crawl on walls.

The thought about Ned suddenly made him feel uneasy, deep down he knows that there's only a slight chance of actually coming back. The Avengers are probably still too busy dealing with Thanos and it wouldn't be easy to do something like travel to other worlds. Sooner or later he must learn to adapt to his new world, Peter thought about what he's supposed to do know but he's not coming up with any good ideas.

"Okay, now if I were some main character who got transported into another world… what would I do?" Peter thought back to games, stories he's read in comics and cartoons he'd watched from his geek collection.

"Damn this is harder than I thought… they made it look so easy in cartoons, there's always a clichéd heroine for the main character to meet and help him out with his food and shelter problems"

"**You mean like in Anime?"**

"Karen shush! I'm thinking…"

Peter tried remembered some of the Japanese cartoons he'd watched back on earth, a cliché of where the main character gets transported to a new world. Hoping that he can use that knowledge here but sadly he got nothing. Since most of the clichés ends up with the main character meeting a girl, and he surely haven't met one girl in this world yet. Unless one of the werewolves he fought back in the forest was a female. He was cut off from his train of thought when he heard a girl shouting in an alley way.

"Oh what do you know? A heroine just for me to save, guess clichés really do happen, time to go to work"

"**Just like in Anime"**

"Karen stop it with the Anime already what is it with you and Anime?"

Peter crawled on the walls entering a narrow back alley looking for the source of the shouting, there he found four people. Two guys appearing to be ganging up on two half human people, a boy and a girl with cat ears and white hair, they seem to be around twelve or thirteen. They were wearing matching clothes that consists of white shirts and blue textures, the girl wore a blue skirt while the boy wore blue pants. The guys aren't too build, they were only scrawny looking people with a menacing looking face, there was a guy holding a crowbar wearing a gray shirt and blue jeans while his comrade was wearing a black shirt and brown jacket with gray jeans, they seem to be arguing about something so Peter moved closer to be able to hear them clearly.

"This isn't what we agreed on! You said you'd buy it for a thousand Lien" The long haired girl yelled at the men, who both stood grinning as if arrogantly mocking her. One of the men held something like a deer's antler.

"Hmm? Whaddya mean. I said we'd buy your Deer's antler for a thousand if it was in perfect condition. But lookie right here, it's scratched! A damaged antler's only worth fifty Lien, so that's what we're paying you. Go on, take it and scram!" A bag of what looks to be what they said was Lien, the men had tossed the bag of Lien at the boy and girl".

"That doesn't even count as a scratch! You were never planning on giving us a fair deal from the start, were you...!" The long-haired girl glared menacingly toward the men, while the boy quietly stood beside her in frustration.

"...Fine. I don't want your money. Just give us back the antler." The girl said as she took a step forward.

"Oh, I'm afraid we can't be having that kid. This was a fair trade, y'know? I never agreed to give it back—"

"Umm.. excuse me, yuhuu~ do you have a moment?"

The sudden voice that came from above them had quickly took everyone's attention, they all looked up only to find a man in red and blue tights sticking on a wall with only his bare hands and feet, the man then suddenly dropped down from a wall he was sticking on that seems to be a height of at least two stories high and landed without even flinching. The man in red and blue had walked towards them and can now be seen clearly as the light from the sun illuminated his figure. From up close, he seems to be more of a young boy rather than a grown up man.

"Huh? Whaddya want, kid?" one of the men said with a snarl.

"Do you mind? I'm not talking to you, I'm talking to that girl over there" Spider Man pointed towards the girl as he said it with a mocking gesture while squinting one of his shutter lense to provoke him, he gained a frowned expression from the guy who felt mocked.

"Eh? Me?" The girl had a puzzled looked at the guy who suddenly appeared among them.

"I was just wondering if you might sell me that antler of yours for five thousand Lien." For a moment she stood flabbergasted. Then Peter's words finally seemed to click with her, and she answered with a smile.

"It's a deal!"

"The hell it is! Don't go selling things that belongs to other people—"

Suddenly, a strand of web was sticking to the antler on the guy's hand and before he could react, the antler was already pulled towards the young boy.

"Wha...?! What the hell do you think you're doing?!"

"Whatever do you mean? I'm free to take things that belongs to me. Oh, though I guess I haven't paid for it yet."

"I'll kill you!" One of the men bellowed as he pulled a knife and charged right at Spider Man,

Spider Man had thrown aside the antler and webbed it to a wall keeping it in a safe place so that the bad guys wouldn't get their hands on it. He then bended his back in a ninety degree angle easily dodging the man's attack.

"Sorry, I've heard that line like too many times I'm beginning to think it's a joke"

The man swung his knife a couple of more times but couldn't land a hit on the boy, he was too fast in dodging the guy's knife slashing.

"Hey y'know? For a street level, you're pretty good with that thing. Do you make knife trick Videos on your free time or something? Or does it run in the family? But I gotta say, you do suck at hitting your target"

Spider Man was being pushed backwards onto a wall as he had to move to keep dodging. Behind him was a wall and it was a dead end for Spider Man, using this opportunity, the man swung his knife horizontally to cut Spider Man's neck but failed as Spider Man had leapt above his head and caught him by surprise.

"Tadaah! Oh come on, you didn't think I'd be stupid enough to just stand there and not dodge your attack again did you? Well I just did so too bad for you"

the man had faced backwards to see the boy and was ready to do another attack but failed as he couldn't move his hand, he turned to see his hand that was holding a knife being stuck to a wall by a webbing.

"Sorry, just stick around for a while I gotta deal with your friend over there" Spider Man shot a few more webbing subduing the guy.

Spider man then turned to see the other guy swinging a hatchet towards the girl but she kept on dodging his attacks, the girl threw a few punches at him but didn't seem to effect the guy at all, the girl was beginning to pant after doing that much attacks. Seeing her panting, the guy took his chance to swing his hatchet at the girl but he couldn't move his hand. He turned to see a strand of webbing holding his hand from budging.

"Hitting a little girl? Not much of a man now are you?" the guy had thrown away his hatchet and came dashing towards Spider Man prepared to threw a punch at him but to no avail, his punch was caught by Spider Man with little to no effort. With that, Spider Man did a counter by punching the guy in the face. With only a single punch, the guy was thrown aback and knocked out instantly.

"In your face! Well, that's the last of them. Oh right…Here you go" Spider Man took the antler that he kept webbed up to the wall and handed it to the girl.

"Sorry, I can't really pay that five thousand Lien I promised, I needed an excuse or a distraction so I kind of just said that in a gist of the moment, but your antler's fine! So you can have it back" Spider Man handed the antler to the girl gaining a smile from the her.

"It's alright, we can find someone else who'd buy it, thanks for your help back there. Oh umm.. my name is Emi, and this here is my little brother Reus.

"It's nice to meet you" Reus said to SpiderMan.

"Oh, okay Reus, Emi. It's nice to meet you too" Peter nodded at both of them to greet them more politely.

"You were really cool back there big bro! you dodged those bad guys attacks just like they did in the movie matrix" Reus's eyes were sparkling after seeing someone doing his favorite movie's moves_ 'Wait, they have matrix here?'_

"Oh that, It was nothing really, I just… y'know, eat my vegetables that's all" Peter said in a sheepish way.

"Yeah, well me and Reus here is just about to go get something to eat, why don't you come with us so we can repay you for your help? I'll pay for the food"

"Uh, no it's okay I'm…" Spider Man was about to decline when his stomach started grumbling very loud, loud enough to even echo through the narrow back alley. Emi and Reus both grinned at Spider Man.

0-0-0-0-0-0-0-0-0-0-0-0-0-0

Spider Man was taken to a small wooden house not too far from outside of the city, they originally wanted to eat at a small restaurant but Spider Man refused because people would give weird looks about his outfit so Emi and Reus decided to bring him to their home, they can save more money that way as well.

Emi entered the kitchen to prepare for something to eat while Reus sets out the table, meanwhile Spider Man was looking at a few books he found on their book shelf. He found a book called Remnant Ensyclopedia. _'What is this, a bible?'_ Spider Man had a weird thought about the book as he once read back on earth, a book with the same tittle as this one. Things are very similar here so it wouldn't be surprising if there's also a bible, but since he found so many books with the word Remnant on it, it got him curious so he decided to take it and have a quick read about it. he walked towards the dining room and sat on the table as he opened the book to start reading.

**In the world of Remnant, all living creatures possess a soul, the physical manifestation of which is known as Aura: a form of innate energy that bestows its user with certain abilities and powers. Unique expressions of these abilities which are specific to individuals are known as Semblances. Remnant is populated by two intelligent species - Humanity and Faunus, a race of Human-animal hybrids.**

'_Faunus huh? guess I should stop calling them catgirls or monkey boys from now on. And these things called Aura sounds really cool, people here have like their own super powers from birth while I had mine from getting bit by a Spider, I'm kind of jealous '_

**Legend states that mankind was born from dust into a hostile world, forced to battle for survival against soulless creatures of darkness known as the Grimm. However, man discovered a power that would help them combat the forces of darkness; they named their newly discovered power, Dust, after that from which they were formed. Armed with Dust, described as "Nature's Wrath", mankind was able to turn the tide against the Grimm.**

'_So that's what they call them. Grimm huh? yeah freaky…'_

**In the absence of darkness, mankind was able to build civilization and spread throughout the world. The mining of Dust would continue to be a major industry, leading to the rise of large enterprises such as the Schnee Dust Company.**

**However, having survived the Grimm menace, Humanity began to turn against itself, spiraling into a series of self-destructive conflicts. The largest of these was the Great War, fought over issues of individualism and self-expression. Conflict also arose between the Humans and the subjugated Faunus, eventually sparking the Faunus Rights Revolution.**

**In the current day, most people live within the four Kingdoms - Vale, Mistral, Atlas and Vacuo. Through a combination of Human tenacity and the use of natural barriers, these settlements managed to survive and are regarded as "safe havens" and "beacons of hope" for Humanity. Small villages and nomadic communities do exist outside of the territories of the main Kingdoms, though they are noted as being far more vulnerable to Grimm attacks. This serves to emphasize that Remnant is not a particularly welcoming world to Humans and Faunus.**

'_Yeah, no kidding'_

**Following the Great War, Hunstman Academies, such as Beacon Academy, were created to train Huntsmen and Huntresses, warriors whose sole purpose was to combat the Grimm using a combination of powerful weapons, Aura and Dust. In doing so, they protect those who cannot protect themselves from the dangers of Remnant.**

'_These Academies sounds pretty awesome, I wonder what they teach in there'_

From what he had read, Peter had learned a few more things about the world he now live in. A world called Remnant ruled by four different Kingdoms and each with their own problems, it seems that he's in one of the kingdoms known as Vale which he figured out by looking at every sign from around the city, most of them consist the name Vale on them. People here has what's called Aura and Dust which they use to defend against those black beasts they called Grimm.

Spider Man was cut from his reading when Emi had entered the dining room with plenty of food in handThere were fish and eggs and some vegetables like potatoes and salads and plenty more, it was a simple dish with foods that seems to be pretty low cost but Peter didn't mind, he really just needed something to eat after not eating for a whole day. They all took their plates and began eating, Emi was quite surprised to see Spider Man eat a lot despite his appearance, and what's more is that he's only opening half of his mask only revealing his mouth and nose

"You're a pretty heavy eater"Emi decided to ask.

"Yeah, I noticed" Spider Man replied shortly.

"You're just going to eat with your mask on like that?"

"Been like this since day one, sorry if I'm not being polite though" Emi was stunned that despite how he's eating, Spider Man was aware about his bad eating manners so she thought that was at least a good thing.

"So what's your name?" Emi said asking Spider Man again.

"Spider Man" he answered shortly.

"That's funny, what's your real name?"

"Sorry, I don't give off real names" Emi pouted but tried thinking positive reasons. He wore a mask and doesn't give of his name so maybe he doesn't want anyone to know who he is, Emi decided to ask a different question.

"Okay then… I've never seen you around here before, are you new here?" Hearing this, Spider Man gave a light nod

"Where are you from?" Spider Man gulped preparing for the answer to this question.

"I came from a faraway place called planet spider"

"What?"

"It's a long story" Emi couldn't help but thought _'This guy's weird'_ while giving a deadpanned look. Emi was about to ask another question but was beaten to it by Spider Man.

"So what were you two doing making a deal with guys like that? I mean shouldn't you be able to tell from their looks that those guys are bad news?"

"That's what I was telling big sis the whole time! But she wouldn't listen" Reus had suddenly joined our talk stating it was her sister's fault, Spider Man glanced while both of his shutters upper parts on his lenses went down as if giving Emi a deadpanned look which caused Emi to fluster.

"I…It wasn't my fault okay! A thousand Lien just sound…you know? And and, The biggest deals for money usually comes from the baddies right? And and…" Emi was desperately looking for words trying to defend herself but Spider Man had cut her dialogue.

"You're Kids…"

"That's true…"

"Which means you're a good target for bamboozling"

"That makes sense…"

And with that, the room fell silent, Emi felt bad for what she did and Spider Man knew she only meant good in supporting herself and her brother. Spider Man knew they both don't have parents but he did not want to ask them that because he thought that's a sensitive question, he decided to change the conversation.

"I couldn't help but over hearing they were insulting you guys for being a Faunus back there, what's their problem with Faunus anyway?" his question turned out to be an even worse decision, the sad expression from Emi and Reus made Spider Man regret asking the question

"It's not just them, most Humans usually disrespects us" Emi was the one who said the first word, Reus had gotten even more quiet then before.

"But why?"

"It's a long story really, but after the Great War, we may have gain Faunus rights but some people still treated us differently. Sometimes they don't give us services in their shops making it hard for us to buy supplies, and what's more, the White Fang's attempts at violence towards all around the city had made our Faunus names even worse, we don't support them yet they still treats us just as bad…"

"The White Fang?"

"They're a group of Faunus, they've been doing a lot of crimes like disturbing peace and robbing dust shops recently and even the Police and Huntsmen has a hard time dealing with them and their hands are so full that they just leave the small stuff like muggers and other small criminals to disturb the civilians" Spider Man couldn't help but feel sympathetic but he thought about something.

'_Guess it looks like someone needs to protect the little guys, and I think I know someone who can' _Peter thought to himself as he grinned from behind his mask.

"Alright, tell you what? I can get around this city like super fast!, so how's about I go looking for someone who'd buy your Antler for you? It'll be easier since I'm not exactly a Faunus so how about it?" Emi and Reus thought about it for a while and had a look of doubt before glancing and nodding at each other and looked back at Spider Man.

"Deal!" they both said in a unison.

"Alright then guess I'll be right back, here you hold my phone for me as a guarantee" Spider Man had pulled out his phone from his void like pocket even though he looked like he doesn't have any.

(Author's Note: I'm using the same void pocket gag as in the comics like deadpool and in the TASM2 game, and I know this is obviously unnecessary because I think you've figured it out already but whatever)

"What is this an outdated scroll?" Reus was confused at the device Spider Man had placed on the table

'_Scroll? Is that like a definition of smartphones here? Well judging by how futuristic things are here, I'm not surprised if mine looked like an ancient relic'_

"Yeah, it's an antic, my uncle gave it to me so handle it with care okay, I'll be right back!"

And with that, Spider Man got out of the Faunus siblings house and entered the city, with antler webbed up to his back, he fired a strand of webbing and began swinging through the city leaping above people's heads making them look up and question themselves, "what was that?" although he said he would be looking for someone who'd buy the Antler, knowing his luck, he probably wouldn't find anyone very soon so he decided to do a patrol while looking for the guys called the White Fang.

It's only been a few minutes since he's started swinging around town and he's only been passing by a few blocks when his Spider Sense started tingling, he heard an alarm going off and decided to see what was going on, only to find a group of men wearing the same uniform. A pair of high boots and baggy sweatpants, white vest to reveal their muscles with a belt and a pair of gloves, a black hood and a white mask, there was also an insignia of a tiger clawed on the back of their vest, Peter thought they're the White Fang because they seem to fit the description perfectly. Peter was crouching on the lamppost from across the street deciding not to enter just yet.

"Those guys must be the White Fang they were talking about, didn't think I'd be bumping with them this soon. Hey Karen I need to know what their saying"

"**Activating enhanced reconnaissance mode"** Karen had activated the suit's enhanced hearing making Peter able to hear what they're talking about.

"P…please, I have family…" The shop keeper had his hands raised high begging to be spared.

"Take it easy pall we just want your dust, now hand it over if you don't wanna get hurt, We don't have all day" says the guy who's standing on the casher facing the shop keeper while putting out a bag.

The man was emptying his stock of dust from the drawer making it clear for Peter to see how dust really look like while the other White Fang members were emptying his stock from the shelves

"Woah… so those are dusts, not what I imagine them to be but still, Awesome"

It was the first time for Peter to see how dust actually looks like, they come in a crystal and powdered form with various different colors.

"Damn, reminded me of that purple glowing alien rock thingy that turned out to be a bom I used to carry back then, this is not a bom too right?"

"**I'm not sure, but I'm not sensing any irregular radiations from them, they look like regular powders and crystals"**

"Ugh, I've got a bad feeling about this…"

Deciding to shrug it off, Peter leapt off of the lamppost and shot a webbing to swing directly towards the glass window shattering it from the impact as his foot made contact, Peter had landed in a super hero landing stance causing everyone in the store's attention to be pointed towards him.

"Hi! Does anyone know of a place where I can sell something like this antler over here? I'm a bit new and I don't really know the place so I'm kind of lost"

His question was answered by the groups pulling out their weapons, two guys pulled out swords, the other pulled out a mace, another brought a knife, and the last one pulled out a gun. The one who had a gun had aimed at Spider Man getting ready for a clear shot but couldn't as he was suddenly blinded by webbing being shot at his face before he could even fire, he tried to get the webs off of his face but it wouldn't come off.

"Man… always with the guns, don't you guys ever get tired of guns? I mean seriously what is it with bad guys and guns? How about you guys be the one fighting bare handed while I shoot! How about that?"

Spider Man leapt over the gun man's head and fired two strands of webs each attaching to the weapons of the two goons, he pulled the knife and mace away quickly disarming them while using the momentum to pull himself and land right in front of them.

"See? Now this is more of a fair fight now isn't it? Oh wait, I have super Spider Strength so the fight's a bit in my favor. But you guys win in numbers so that's a fair fight right?~"

acting quickly Spider Man bended his body horizontally to make a room for a kick on the guy on his right while punching the guy on his left, both men were sent flying and crashing on the shelves and was subdued by webbing wrapping over their bodies. 'Spider Sense' Spider Man did a backflip as he felt danger and was sure enough, two sword wielders could've taken his head off if he didn't dodge that one in time.

"Hey watch it! I have a habit of keeping my head attached to my body"

As Spider Man landed, he saw the twin swordsmen are making a dash towards him. Spider Man fired a web line to the currently blinded gunman and swung him towards the two but they both moved out of the way making the gunman crash to one of the shelves.

"Oof, my bad that was a little hard…Yikes!"

Spider Man leapt over the two swordsmen dodging their attacks and landed right beside the gunman. Making sure to web up the fallen gunman first, he turned to see the two goons coming right at him again. He then fired two strands of webbing aimed at their weapons but the goons aren't fools, they dodged it in time making the web lines move pass them.

"Ha! You missed" The one on the left taunted but Spider Man didn't let go of the strands of webbing.

"Yep, you did! Don't look back now…"

That last comment made them look behind at where the webbings were attached to but they were too late as a sudden object had hit them hard on their back, Spider Man's web had attached to the shelves and with his enhanced strength, makes it easy for him to just pull the shelves out of their place. The sudden impact made them drop their weapons and the weight of the shelves made it hard for them to get out, they were trapped under there. Using this chance Spider Man decided to web them and the shelves to the ground so they wouldn't get away.

"Wooh man I'm on fire" Spider Man glanced at his back to see if the Antler's damaged or not, he was stupid to bring it with him while fighting, he made a mental note not to ever do that again. He glanced to the cashier looking for the shop keeper who's currently hiding under there, he poked which made the shop keeper jolt in surprise so he tried calming him.

"Woah woah Hey! Easy man easy, everything's okay now the bad guys are caught "

"Y…you! You're the guy who broke my window!" The shop keeper tried to remember what had happened and who's the guy standing in front of him, he could only remember that the man in tights had break his window.

"Hey come on man I saved your butt from getting hurt by these dudes and you're suing me for property damage? I think the word you're looking for is 'thank you'?"

"Who… just who are you?" Spider Man had walked towards the broken window, he turned back to the man while smiling beneath his mask

"Your friendly neighbourhood Spider Man! Call the cops for me will ya!" Spider Man had shot a web line pulling himself up and out of the shop as he swung through the rest of the city.

"Man… that's a rough beginning"

"**Congratulations on your first heist stopping Peter, You did great"**

"Yeah thanks Karen, now let's find someone else who'd buy this antler shall we?"

Peter then continued his patrol while looking for someone who would buy his antler at the same time.

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**Good Afternoon citizens of Vale, I'm Whitney Chang bringing you an actual footage of multiple robberies being stopped by a mysterious masked individual that seems to be wearing a skin tight red and blue suit. Witnesses has been reporting all over the city that for the past few days, multiple crimes have been stopped by the same individual known as Spider Man, not much is very well known about him nor his intentions but for what he's done, crime seems to be more of in control, we do not know how he is able to be in multiple places in so little time but some witness claims to see him swinging on buildings and jumping off rooftops.**

**Not only are crimes getting decreased but even the Faunus have also been thanking the masked individual for what he's done, there have been cases of Faunus discrimination and violence, yet they reported that most of the people who did that had been scared away by Spider Man, he did not hurt nor do anything to the Humans who were bothering the Faunus. For what he did in our City in the past few days, many have gratitudes they want to send to Spider Man, many had given him titles such as 'The Hero', 'The Savior', 'Spider Huntsmen' yet one of the most popular terms that are being used by the Faunus is 'The Faunus Hero' for now there still lies question on this mysterious man, who is he and what are his true motives, what does he want?, is he a hero as they say he is? Or could he be a sign of a new threat to society?. Is this so called friendly neighbourhood Spider Man really all that friendly? And is he worthy for the title of Vale's Protector? We will be back with you right after these messages. **

The screen displaying the news had been turned off, a silhouette of a woman could be seen walking pass a lone man standing, their figures covered in shadow making it hard to identify who they are.

"What is the point of showing this to me Glynda?" the man had spoken addressing to his female comrade known as Glynda.

"We've been having him under surveillance since the day he arrived Mr. Ozpin" Glynda had spoken to the man known as Ozpin.

"What do you mean the day he arrived?" Glynda did not say a word, she turned on the screen of the scroll showing footages of Spider Man in the woods.

"Our cameras had managed to found a footage of him in a forest, from the date it was taken it appears that he was there a day before he became a new towns hit"

"And what does that have to do with any of this?"

"Do you remember the anomaly we detected in the clouds of the forest a few days ago?" Ozpin remembered that moment all too well, he responded with a nod towards Glynda

"If so then could it be just a coincidence that Spider Man here started showing up just hours after that anomaly, not one of our Kingdoms have ever heard of such a name, not to mention everything about him seems very odd, could he be tied with the anomaly that we had detected, we might get some answers "

"Hmm… I suppose you're right"

"Should we engage him?" Ozpin waved his hands showing a disagreement.

"Leave him be for now, what he's doing is indeed very interesting and beneficial towards Vale, I would like to see what our friend Spider Man would have to show for us. But the moment he makes a wrong step, be sure to engage him immediately "

"Understood" And with that, their small conversation had ended leaving the dark room as empty as ever as they exited the room through an elevator.

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It was already dawn, the sun was no longer shining very hot, the sky was beginning to turn orange. Peter took his time on the rooftop without his mask on, he was wearing a more civilian like clothes that consist of gray jacket and black jeans, his suit could be seen behind the half unzipped jacket. He glanced to the skies admiring the beauty of this world. Though it might not be the most welcoming world, It's still very beautiful, Peter couldn't help but feel happy after hours of patrol. Vale was nothing like Queens, although Queens was a town full of problems yet Vale has problems at almost every corner of the city, people taking advantage of the dust robbing activities while the police we're distracted.

Peter had a pretty busy day patrolling across the city, he had done lots of things while trying to make the city a better place. He stumbled upon many robberies and stopping it while also getting sued for property damage and yet he still saved the ungrateful people's butt from getting robbed. He had learned that the White Fang aren't the only people robbing dust shops from across the city, he also found people wearing a neat outfit, Peter couldn't help but make plenty of Hitman jokes because of their fancy getups. He also stopped a lot of muggers and people who tried to harm the Faunus, he knew there are lots of Faunus who are being treated awfully and unfairly but he didn't think it'd be that much, he helped so many people that he lost count on how much he'd help.

There was a particular mugger that he caught a few days ago who was stealing a purse and turns out that the owner was a woman who own a pretty famous company, in return for Spider Man's little assist, she insisted in buying his antler and even payed him five thousand Lien instead of just a thousand, she told him it was a thanks for saving her employees paycheck. Peter returned to the siblings household with the five thousand Lien in hand soon after which made both Emi and Reus's jaw dropped, Peter gave them all the money but was surprised that he himself was given a thousand Lien as for the thanks in helping them out. And with that, they finally parted ways, with Peter leaving towards the city. The siblings did say that their doors are always open for him if he wanted to come and visit but the town needs a hero now more than ever. He does come visit every once in a while to borrow some books to read because Emi has a hobby of reading.

With the help of the money he gained, Peter can now live in a small apartment. He was also able to buy simple clothes to be able to walk free as Peter Parker instead of Spider man, although the apartment isn't really that bad but the landlord always asks him for rent money everytime he comes out of his room, even if it's not the time to pay for it yet. he had learned that the currency of the money here is the same as a dollar in New York which made up as one hell of a coincidence, one Lien is worth one Dollar and almost every price in this town is almost like the way it is back in New York. It's been two days since he had made an appearance in Vale and the one thousand Lien he gained really was very helpful but he know that he would eventually run out of money, sooner or later, he have to get a job if he wants to keep living. Not to mention he also needs to buy a chemistry set to make more web fluid, he's currently down to two more cartridges.

After two days of living on his own without Aunt May nor Tony Stark to help him, he had learned how hard it is being an adult, living alone. In truth, he just wanted to go home and eat Aunt May's terrible meat loaf but as much as it pains him, Vale needs someone to protect the little ones and peter had decided that Spider Man is going to do it. While most will still hate him, he didn't really care about it that much because he just wanted to do what was right for the people.

Peter was cut from his thoughts when he heard a man shouting, he looked down on the building he was sitting on to see that outside of a food shop just across the street, a fat man was shouting at a scared little Faunus girl holding a bread in hand, the man was holding a broom in hand and was about to hit the little girl with the broom had he not been stopped by a strand of webbing, The fat guy had turned to see Spider Man walking up to him. Peter had been helping out the Faunus from being abused for quite a while now and he absolutely can't turn a blind eye on a little Faunus girl, especially when she looked really scared.

"Oh great it's you, what? you want to rob me too?"

"Wha? No man! Why would I rob you?"

"You're that Spider Faunus guy aren't ya? You've been keepin these Faunus creeps in check and while this little girl is currently at fault, you're still gonna beat me up instead of her"

"Okay dude chill out, I never beat up civilians okay! And I'm not going to hurt any of you, what did she do to you anyway?"

"This kid here, stole from me! He took my food stock and ran away everyday but not today! I've finally caught her and I'm gonna give her a piece of what I think"

Spider Man turned to look at the scared little Faunus girl holding the half eaten bread while closing her eyes shivering in fear. She was wearing a dirty worn out Rag, her Raccoon ears and tails twitching as she's shivers in fear.

"Sigh* how much?" Spider Man turned back to ask the fat man

"What?"

"How much for that bread?"

"It's five Lien, why do you…" Spider Man had stopped the man from talking as he gave five Lien to the guy.

"Because I want to help no matter who it is, and I can't just leave her be like this, it's obvious she doesn't have anyone and because of her race, she couldn't get a job nor could she pay for herself, isn't that why she's taking food from you? Now if you'll excuse me"

Spider Man had turned his back on the man bringing the scared little Faunus girl with him for a walk.

"I seriously don't get that guy" The fat guy muttered to himself as he saw both figure slowly disappearing as they blend in with the crowds.

Spider Man knew that wherever he go, he will attract attention and if he were to change to Peter Parker, he'd be revealing his Identity to the girl so he decided to take her to the rooftops instead. They were both sitting together on the edge of a rooftop feeling the nice breeze and the view of the city.

"Hey kid, you alright?" Spider Man decided to start a conversation, She nodded as a response

"You're the Faunus Hero" She said suddenly catching Spider Man off guard.

"I'm a what now?"

"I saw you on TV, I also heard stories about you from many other people. You had helped a lot of our kind while others just choose not to care, You're amazing…" Her eyes were sparkling as she talked about how much she knew him

"Oh it's nothing y'know, it's what I do! How's the bread?"

"It's Delicious!" Her raccoon ears twitched as a sign of delight, her tails wagging happily.

"Glad you liked it, but why did you have to steal it? You know that stealing is bad right?" Spider Man began to change the subject to the main problem, Her face began t frown.

"I don't have parents, I lost them six months ago" She said in such small voice making it almost impossible to hear if Spider Man wasn't that close.

"Ooh… you don't have to talk about it if you don't want to" Spider Man tried to comfort her, she only nodded lightly.

"What's your name?" Spider Man decided to ask for her name knowing that he didn't knew much about her yet.

"It's Raphtalia…"

"Well Raphtalia, let me tell you a story of a great man called Ben Parker" Spider Man began telling a very long story to Raphtalia as they both saw the sun set on the west side of Remnant.

**Finally! Oh god I've finally finished this chapter, I'm so sorry for posting this so late I mean I had to change a bunch of things, I thought about a lot of different plots for five chapters to come that I left this one empty, I had to change a lot of it I mean I rewrite it twice this week. I was also pretty busy at times but at least it's finally here, the promised next chapter. It's not much but I hope you enjoyed this part of the story as well. I wanted to show off Spider Man's heroic deeds a lot more even though I think I screwed up a lot, I also think I made a lot of Spideys jokes a bit too cheezy. **

**Oh! And I hope you noticed the little Easter eggs I put in this chapter, it's pretty obvious so I'm sure you'd guess already, one of them was of course raphtalia from shield hero, please send a review if you guys would like to see more of her in the story cause i'd love to make more of her character. Anyways, just for a heads up… I won't be posting the next chapter too soon, This next chapter is going to be a lot longer then the previous one I've written since it's going to be about Peter's first encounters with team RWBY yay! Finally we're getting to it, I so can't wait to write this so I really need time to make this one the best ever for you guys. Ohh and as for an apology to my late update, I'll give you guys a little sneak peak on what's it gonna look like in the next chapter, here's a few script I've whipped up in a whim about the next chapter, enjoy!.**

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"Hey That's my wallet!" A girl was shouting as her wallet got stolen by a group of teenagers wearing roller skates. They were about to get away when they were suddenly stopped by a web line blocking their path. Suddenly two guys got knocked out by a kick on their head, the others had turned around to find none other than Spider Man in a crouching stance and two of their comrades knocked out cold.

"God I can't believe I got out of a Taco stand line just for this" The rest of the group began surrounding him ready to pounce at him, they all went at once but Spider Man had leapt over their heads

"do you know how long I had to wait just for me to order?"

"**Splitter Web" **Spider man fired multiple strands of webbing pulling the guys to him as he punched all of them knocking them backwards with just one punch.

"I waited two hours man, two hours! And that's not to mention the guys cutting my line! Sorry but I really need something to punch right now" Spider man could feel his Spider Sense tingling, he ducked at a metal pipe and a wooden plank being swung at him. He then stretched both of his arms to his back hitting their guts knocking both of the guys backwards.

"Now each of you guys owe me a Taco" Spider Man suddenly felt his Spider Sense tingle again but it wasn't an attack this time, rather a person being launched at him, he side stepped from getting caught in the fire while seeing the guy crashed on a wall shattering it.

"Oof, that wasn't me so don't blame the property damage on me this time" Spider Man turned to see a blonde girl with gauntlets standing in a fighting stance.

'_did she do that? that was so awesome'_

"That's what you get for taking my wallet you #!$!" The girl cursed the guy he just sent flying, Spider Man decided to walk towards him and gave her wallet back.

"Oh my wallet! Where'd you find it?" The blonde girl's expression suddenly changed to a more cheerful one, Spider Man saw her eyes changed from red to lilac and he wondered if that was just his imagination

"It was on that dude over there, you kinda got the wrong guy"

"Ooh, my bad, but they deserve it!. Oh, and I'm Yang by the way, Yang Xiao Long!" The girl had a sheepish laugh and decided to shrug it off by introducing herself to the Hero.

"Yeah, well it's a pleasure to meet you Yang. You're pretty strong"

"I know, You're that Spider guy on TV right?" Spider Man always feels that most of the people he met kept calling him Spider guy, he began to wonder what they're addressing him on TV

"It's… Spider Man"

"Really? You look younger than I am" Hearing that comment made him flinch, Peter coughed a bit trying to make his voice sound deeper.

"What makes you say that?"

"Nothing, just a feeling. I love your quips when you're fighting, there was this one that got viral on the Internet"

'_There's Internet?' _the thought about there being an Internet and him not knowing it made him frustrated at how stupid he is, he made a mental note to check it out later.

"Oh well yeah, I joke a lot"

"That one you pulled of was pretty damn funny too though" Yang chuckled but Spider Man didn't seem too pleased

"No that was actually true, I was waiting in line for a Taco" Now remembering why he'd put on his suit after waiting for hours in a really long line, Spider man's lenses furrowed giving off an unpleasant look, Yang noticed and decided to cheer him up a bit.

"Ooh, then how about I buy you one as thanks for helping me out? Knowing you're Spider Man, they'd probably even let you order first or maybe even give you a free sample"

"Huh... Never thought of that, alright I'll take you up on that offer"

"Sweet"

With that, they both took off to get a Taco together.

**How was it? Yeah not the best I know, It's still just a script after all so I dunno if I'm going to be using this as the final outcome, but if you like what you read then be sure to share with your friends what you read, and you can also read the stories I post on my Wattpad, it's actually the same as the one I post here but just with Illustrations, links in the BIO, there's also a link to my Instagram where I post some illustrations of Spidey for my fanfic, feel free to check it out and I'd really appreciate it if you'd follow me, Oh and don't forget to give your reviews cause they really motivate me everytime, thank you for reading this chapter guys. **

**That's it for now, have a good day everyone! Peace. **


	4. Episode 3

**Episode 3: Firecracker **

**Earth-19999, Avengers Mansion**

It was a quiet night on earth, a very quiet night. The Avengers Mansion, home of Earth's mightiest heroes, or what is left of them. After the events of the snap, the heroes had suffered many losts. Among them was none other than Captain America, the first Avenger. Otherwise known as Steve Rogers, he was looking at the peaceful skies of the night wondering how will everything turn out now that they have failed everyone, when a giant Alien spaceship had entered the earth's upper atmosphere, cutting through the clouds.

Steve was shocked at this sight, he was afraid that it would be another alien attack but what would that have accomplished, until he saw a familiar figure he recognized. Under the spaceship was a figure who's covered in glowing energy and is seem to be carrying the said spaceship. As the figure went closer to the ground, it was then revealed to be a female, and one everyone had just met recently. The person who received the distress signal from Nick Fury. Carol Danvers, also known as Captain Marvel.

The last remaining Avengers had come towards the spaceship that had landed outside of the Mansions fields. Suddenly, their attention was taken away by the one who's coming out of the spaceship. From there came out Tony Stark who's looking very pale and skinny after a month in space. Also accompanied by the remaining survivors of Titan, Rocket raccoon and Nebula, the daughter of the mad Titan. She was helping Tony in walking out of the space ship to which Steve came running immediately in order to assist Tony.

"I couldn't stop him…" Tony was first to open his mouth as he said to Steve

"Neither could I…"

Steve replied dryly and could only nod in agreement knowing that they had also failed in stopping Thanos, Tony then turned to Steve and looked him in the eyes. From the looks of Tony's expression of guilt, he could only feel bad as he also feels the same.

"I… I lost the kid" Steve once again nodded in sympathy.

"Tony, we lost… we all do"

"YOU DON'T UNDERSTAND!" Tony was frustrated, his sudden yelling shocked steve and everyone else quite a bit

"…You don't understand, you weren't there at that time. That time… the kid was a true hero, when we were all down and could not fight anymore, when all hope seems to be lost after thanos had gotten the time stone, he stood up against thanos all by himself, He could've become a great hero, ignoring his fears for the sake of everyone else, despite knowing that he would lose. Now I lost him because I was too weak and too afraid to even stand up for myself, the kid was sucked into the same wormhole thanos used to escape, and looks like he didn't make it back here with thanos…"

Tony was trembling at the thought of remembering everyone in Titan turning to dust. At the thought of Peter Parker, a kid that he had just turned into an Avenger not so long ago. The kid was his responsibility yet he failed at doing it, he just hope that somewhere in the galaxy, that kid is safe.

"…Honey, take me inside" Pepper immediately came to help Tony, taking him inside the mansion.

Tony couldn't stand thinking about the events of Titan, and he could also feel the cold air making him shiver. He's currently in a very bad shape and needs medical attention. Although his stab wound was treated by Nebula, he still needs extra checking just to make sure, and also to forget the thought about losing Peter back on Titan.

Steve could only watch from the back as Tony went inside the mansion, although he had only met the kid once while on the airport battle, but he knew very well that the kid had a good heart. Once again, Steve felt even more guilty piling up from his failure.

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**Remnant, Kingdom of Vale**

The Shattered moon shined brightly on the sky along with other stars that are far far away, lights of the cities buildings decorated the night in the Kingdom of Vale. People are walking with their friends having a night out while some are just on their way back home, it was a very peaceful night before an alarm could be heard from one of the buildings. On the rooftops were two men carrying what seems to be carrying a bag full of money and jewelries.

"Hey Marko speed it up will ya!" One guy was wearing a dark gray jacket with black jeans, he called out to his partner in crime who's wearing a green stripped shirt with gray pants.

"I'm tryin O'hirn! These bags are heavier than they look" The man known as Marko was carrying the same bag as is partner named O'hirn, the bags were the same size but apparently Marko took a lot more than he should have, making it heavy for him to carry and run along with quickly.

"Well whatever man, the sooner we jump, the sooner we're into a new life of being rich! I'm so moving to Atlas with these luxury when this is over" O'hirn was standing on the edge of a building and was already prepared to jump and make his escape.

"Are you sure we should be doing this man? We just escaped prison, shouldn't we be laying low? What if the bug gets us again?" Marko said reasoning to O'hirn but the guy didn't even think about his comment one bit, O'hirn felt he's so close to living a luxury and wouldn't let that moment slip over a small feeling of doubt.

"Listen Marko. If we have this much money, we can do plastic surgery and change our faces, make new ID's so they won't recognize us, and we can live a luxury while doing whatever we want! Isn't this what you wanted? A big score?" O'hirn's words made Marko rethink his Idea of fleeing and keeping a low profile, moments later he had already walk up near O'hirn with face full of confidence .

"Let's just get out of here before Spider Man shows up" Marko looked at O'hirn and said with a small voice. They were just about to jump when a red light had shined above them, They thought the police was here but a red light feels too odd for it to be a police. Then they looked at the ground and knew all too well what the familiar Icon's light mean, they looked up to the source of the light.

"Taadaah! Say my name and I magically appear!" Spider Man was sticking on a radio antenna while shining his red insignia from one of his web Shooters.

"Oh great, not again!" Marco said in an annoyed tone.

"Yep, again. What is this guys? Third time this week?..." Spider Man had jumped and landed in front of the two. O'hirn moved first in advance trying to take a shot at the web slinger but Spider Man just jumped over him while watching him stumble and fall like an idiot behind him.

"I mean sure I lost you guys because you somehow broke out of my webbings at first…"

His Spider Sense had warned him of Marko trying to lay hit on him from behind but Spider Man had ducked making his punch went over his head, Spider Man leg sweep Marko making him fall to the ground.

"And then I lost you guys again when I had to get yelled at by an Old lady that you guys bumped into when you were trying to flee…"

His Spider Sense kicked in once again, noticing that O'hirn is already on his feet and ready to come at Spider Man. He fired his webs, grabbing the bag full of jewelries and swung it to O'hirn which knocked him back and fall to the ground again.

"And the third time when I thought I had you since I turned you two straight to the police yet somehow you ran away from prison, god why're you two so hard to catch…?" Spider Man noticed Marko was about to get up, he fired a webbing at his hand to keep him down. Not long after, sirens of police cars could be heard coming from below the building

"Good timing. Hey, you guys were just about to jump off from this building weren't you? Here, let me help you with that"

From below the building, Cops were watching and trying to make sure if there are hostages inside of the building. When suddenly, two individuals were thrown from the top of the building. They could've fallen to their doom had a few strands of webbing didn't caught them in time to stick them on a lamppost.

The cops were stunned, surprised, and confused. One of them was caught off guard when he got pocked from the back, the cop instinctively turned back and pulled a gun pointing it to whoever tried to surprise him, only to find out that it was none other than Spider Man.

"Dude, seriously? I just did eighty percent of your job and you pointed a gun at me? Those are the guys who ran away from prison a few days ago. Next time, make sure you had their cells locked before you eat your donuts okay?, have a good night"

Spider Man ran and jumped off from one of the police car hoods, firing a web line to pull himself high into the air before he fired another one to swing away from the crime scene. The cop could only sweat drop as he rubbed his belly. "I gotta stop eating too many donuts…"

**In another place…**

A sound of explosion could be heard as a broken Car went flying.

"Out of my way! You've seen what I can do? Now get out of my way or face the power of The Shocker! And don't even think about calling a Huntsmen, these babies negate auras and will easily kill any Huntsmen who gets hit by It"

a man with a light brown hair with a bit of silver shadings, was wearing a purple trench coat with gray jeans and a pair of red goggles. On his hands are what seems to be bracelets that fired energy blasts strong enough to flip over cars.

"Oh I am sooo not in the mood for this…" The sudden anonymous voice made everyone looked up to see the famous Hero in red and blue who had just landed in front of the many people from web swinging.

"Y..you! " The so called Shocker guy seems to know the Hero from the way he's shouting at him, his voice was filled with hatred towards the wall crawler.

"Umm.. sorry, do I know you?" Spider Man just replied as if he didn't care while he walked towards the guy, the civilians made a way for Spider Man to walk through.

"You don't remember me? You interrupted my attempt at destroying Merlot Industries before, I won't let you stop me again!"

"The what Industries?" Spider Man squinted one of his shutter lenses, making a confused expression

"It's the tallest building aside from beacon academy!" Spider Man wondered and thought about the said building for a while before it finally clicked to him.

"Ooh, you're that guy who tried to bomb that building with the big M on it, the guy with the silly name uh… Herp? Harrold? Hon… no wait I got it I got it, Henry!"

"It's Herman Schultz you twit!" Shocker had blown a fuse that he didn't even remember his name

"Oh yeah, Herman. I like the upgrades on your guns, looks like one of those thingies from metal gear solid"

"Shut up! You think this is funny? This is a highly charged electrical blasters. And that's not all, these babies negate auras and can take on a tank, one shot of this and you're as good as dead!"

"So let me guess… basically you made plasma blasters and called them shocker gloves, and with that, you're calling yourself the Shocker? That is so lame…"

"What did you say? I'm gonna blast that cocky mask off of your heaaaAAAGGHHH!"

Shocker was cut from his dialogue as he was suddenly electrocuted, Spider Man's webbing had wrapped around his gauntlets the moment he was about to shoot, making his attack backfire. Moments later, he had already fell down and became unconscious.

"In case you didn't know, smart guy. My webs are conductive, and you're literally firing high voltage energy blasts with little to no protection. Wrapping your weapons with my webs would obviously cause it to electrocute yourself, consider that a SHOCKING discovery"

Spider Man tried to make a pun out of it but was obviously not interested in any of this, he felt too tired from constantly dealing with people who wouldn't even stop for a day without robbing banks or dust shops.

He just wants to go home and nap, but the universe really just hates his guts by always giving nonstop crimes to deal with. Spider Man reloaded his Web Shooters with a new filled cartridge and put the empty ones on his utility belt. With his Shooters reloaded, Spider Man fired a web line and swung away.

"Woof… I'm so exhausted, what's the score for today Karen?" Spider Man asked to the AI in his suit, with quick and precise calculations, Karen gave him a fast response

"**2 Dust shop robberies, 4 car thieves, 3 Bank robberies, and 8 muggers. Top it off with finding out about the man behind the recent dust shop robberies"**

"Overdid myself today huh. I'm so tired, I need a break from all of this"

"**Then why not spend time as Peter Parker some more? You've been more of a Spider Man than a Peter Parker lately, you haven't even eaten anything but that bread last morning. It's bad for your health and your body won't grow any taller at this point"**

"Nooo! I wanna get taller, and have bigger muscles if possible. This small and skinny figure of mine really gives off the child like vibe and I hated when people calls me a kid…"

"**But you are a kid, Peter. But at least you're already ripped. Your body might look skinny but your muscles are very well built"**

"Karen, You're not helping. Let's just go home okay? I need a nap. And I can't believe I'm saying this but I think I prefer living back in queens rather than this chaos of a town"

**The next morning…**

Cars are passing by. People walking on the sidewalks minding their own business, some were on calls while others are just chatting with friends. The sun shining brightly with the skies clear of clouds. It was your everyday morning in the city of Vale, everything is the same as usual, that also goes for a particular Taco stand. Stan's Tacos is always crowded with people, the Tacos sold there are said to be the best in town. Every day, the stand is always full of people lining up to buy the best Tacos in the city, not to mention that the Tacos usually solds out early in the morning due to how many people buying it.

Among those crowds was a young boy standing in the middle of the many people, his short and Brown messy hair brushed off by the wind, the boy is wearing a long gray sweatshirt and black jeans with a pair of sneakers. That boy, is none other than Peter Parker also known as Spider Man, he had a rather… unpleasant look on his face.

'_Can't believe I'm taking advice from a suit lady, but I do need a break from Spider Man activities. Oh god this sucks! Just how many more times are people going to keep cutting in line. I was looking forward to having a nice holiday morning by not being Spider Man for a while and have a bite at the city's best Taco but I have to wait here for like an eternity. and not to mention the constant people who keeps cutting in lines, ugh I hated these kinds of days.' _

Peter sighed in frustration, after last night and the previous days of constant patrolling the city as Spider Man. He had decided that starting tomorrow morning, he will reduce swinging around as Spider Man but rather, spend his time by being Peter Parker more. Deep down he can't help but feel uneasy from not being Spider Man but he needs to take a break. He'd never viewed much of the city from a civilians perspective. Who would've thought that the everyday normal life of Vale's civilians are not much different than it is in New York, only less extreme and harsh. He was cut from his thoughts when his Spider Sense went off.

'_Easy Pete, only switch to Spider Man when it's absolutely needed, you promised yourself. Well, at least when the police can't seem to handle it. It's not like a crime is just going to come to me when I'm not looking for one' _Was whatPeter thought before a sound of someone screaming could be heard not far from where he's standing.

'_God why do you hate me'_

As reluctant as he is, Peter had gone out of the line and entering a narrow back alley where he quickly changed into his alter ego Spider Man.

0-0-0-0-0-0-0-0-0-0-0-0-0-0-0

"Well done boys! once we're done here, we're going to hit the arcade for a whole night to celebrate " A teenager wearing colorful spandex like suit with a mask and goggles was talking to his comrades who was wearing the same attributes, the guy was riding a rocket powered roller skate just like his comrades. They were carrying a bag full of stolen goods from the people they shocked with a taser.

"This is too easy! No cops, no Huntsmens, and no stupid wall crawling freak in a weird costume"

"Y'know, you should go check on a mirror before you say that."

"Wha? …ugh! " Before the guy could react, a drop kick was delivered straight to his face by none other than the wall crawling hero the thug was talking about. Using the the thug's face as a propeller, Spider Man did a backflip landing in front of the goons

"I can't believe I got out of a Taco stand to deal with idiots like you" Spider Man dodged an incoming blow by one of the skaters, he countered by kicking the guy in the gut, sending him flying.

"I mean seriously, can't a guy have a nice Taco in the morning without being bothered by some costumed nut jobs for one day? That's not to mention I keep getting cut in line. And what the heck are you guys even wearing?"

Spider Man leapt over a guy who tried to stab him with a knife and kicked him from the back, he then delivered a punch to the guy in front of him.

"Honestly, casual muggers are still better looking than you. They have this, intimidating aura around them even though I can just cheese them easy"

Says Spider Man as he constantly dodged a guy trying to hit him with a baseball bat. He then shot a strand of webbing on the bat and leapt over the guy, pulling the web line along with the bat attached to the web, making it hit the guy square in the face.

"But what are you guys? A bunch of idiots wearing different colored tights like some power rangers gang while using rocket powered roller blades to roam around the city and taking peoples things, what are you, five years old?…" Spider Man pulled the baseball bat out of the unconscious guy and threw it towards another guy hitting him in the face.

"Okay y'know what? I'm gonna wrap this up so I can get back in line, hopefully I still have a chance to get at least one Taco"

He then fired a web line connecting to the other guy's body. Spider Man swung the guy around, knocking over a few other goons before throwing the guy to a wall and webbing him up. Spider Man then proceeds to web up the other fallen goons.

"And that takes care of that, hmm?"

he turned to see a person running away with the stolen goods. There was too much to carry, causing some of the stolen items to fall on the ground.

"Hey! You drop your wallet" Spider Man fired a trip wire web that shot out a strand of web and sticking the fleeing thug onto the wall, making the stolen goods fall to the ground.

"Okay, now how am I supposed to return these… huh?" Spider Man walked over to the stolen items and picked up a wallet that fell when the guy was running away but suddenly he felt his Spider Sense started blaring.

_That's weird, why did my spider sense tingled when I picked up this wallet. Unless…'_

Time seems to be in slow motion as he was looking for the source of danger, Spider Man turned his back and was standing in awe. His shutter lens widened as a figure of a girl could be seen reflected from his glass white lenses. A very beautiful girl, she had striking golden hair and looks to be around his age but just a bit older. Her eyes were burning red along with golden aura surrounding her, the girl was very mesmerizing even for a millisecond but felt like minutes from Peter's perspective. Peter was so mesmerized that he forgot his instincts telling him to move away

"…Wow, I mean Woah!"

Luckily his Spider Sense was there to snap him back into reality, he quickly moved out of the way as he finally clicked that the girl was clenching her fist and was about to pummel him splat to the ground. Her fist missed Spider Man but the ground beneath her that took the impact had shattered. Spider Man winced as he saw how such an impact would've felt if it were to hit him.

"Okay that was awesome, but what the heck was that?" Spidey asked in confusion as for why the girl would hit him.

"You think you can just shock me from behind, take my wallet and just get away with it?!" The girl replied with anger completely visible on her face, her eyes burning bright red even more than before, and the golden aura emitting from her body made her look like she's on fire.

"Your wallet?" Spider Man was confused before he realized that he was holding onto a wallet, he checked the inside of it. There's an ID card with a picture of the same girl that almost made him street pancake.

"Oh uh… this isn't what it looks like? Yikes!" the girl went dashing at Spider Man, throwing a left jab that almost hit him had he not ducked in time.

"Woah wait wait, I didn't steal your wallet I swear! I was stopping these guys from taking your wallet!" Spider Man tried to reason with the girl but was answered by another fist thrown onto his face which he again dodged.

"Yeah right, the tights says it all. You know, that weird suit really makes your butt look big"

That reply made Spider Man space out for a bit. Looking back, the guys were wearing colorful spandex with weird motives around them just like he is. Plus the butt insult kind of hurt him.

"Okay yeah they have a similar fashion sense but mine is still way better! And I take huge pride in my butt shape Woah!" Once again, a fist almost hit his face if only he didn't bend his back in a 90 degree angle

"Could you please stop trying to pummel my… Oof!" The girl wasn't stupid. After throwing an attack, she launched a quick jab to his gut. Spider Man grunted but managed to block the next attack.

"Hey, you're pretty good for a thief and a freak I'll give you that" The girl complemented him. Judging by her strength and skills, it would seem that regular thugs would have a hard time beating her.

"Oh so I'm a thief… what are you a She-Hulk? Listen, I don't wanna fight you, I Aghh!" a punch was thrown straight to his face and Spiderman was sent flying then came crashing on a wall.

"I don't usually get serious when fighting street thugs but, you look pretty strong so this might actually turn out quite interesting"

The girl shifted her battle stance, seeing how Spider Man could take on her attacks and even dodge most of them means her opponent isn't something to laugh about. Spider Man sighed knowing he doesn't have much of a chance to reason with her for the misunderstanding.

"Get ready for a world of pain!" yelled the blonde girl.

"I am so sick of hearing that line, don't you have any better ones?" Spider Man rubbed his head, easing off the pain he just received.

thinking logically, Spider Man decided to keep distance knowing his opponent's strength in close combat, he jumped high and landed on a lamp post. Using this chance, he tried to reason with the girl one more time.

"Okay, fighting each other to the death is cool and all… but what I'm trying to tell you is that I didn't steal your... Oh my God!"

a flare was seen coming towards him, it was like a bright fire cracker being shot at him. The golden bracelets wrapped around the girl is now formed into a gauntlet and could somehow shoot as well. Spider Man leapt out of the way to dodge the shell that exploded in contact.

"What the heck was that?"

"**based upon its looks and capabilities, it would seem to be a type of shotgun bracelets" **Karen answered, deciding to join in the party

"Seriously? Shotgun bracelets? Is there anything in this world that isn't a gun?"

"You'll be surprised, everything's a gun here if you just try hard enough. And there's still plenty more where that came from!"

The girl didn't stop there, she shot many more shells towards Spider Man which he dodged by jumping and vaulting over them. The explosions from the impact though, had dealt quite the property damage

"Hey! Stop dodging! It's no fun when you're not hit" complained the blondie as she kept on firing more and more shells on Spider Man.

"So I can get blown up? No thanks! I haven't eaten anything this morning and I definitely don't want my barbequed butt for breakfast! And for the record, I am not taking responsibility for those property damages"

Spider Man kept on dodging the shells, it seemed like she's not going to stop any soon and he doesn't know if he could keep it up forever, the girl isn't dumb so she might use tricks again for the shell to hit him. Not to mention the people who might get caught up in the cross fire.

'_Wow those shotgun bracelets are so annoying. I need to jam those bracelets first if I don't want to get blown up to bits'_

Spider Man did a side flip and was aiming his wrist to fire a web onto the bracelets, trying to jam them.

~_Pssh_…

**Alert: Web Cartridge is Empty**

"Aww come on! Huh?" Once again his Spider Sense kicked in but this time, it wasn't another gun fire. Instead, the girl used the recoil from her gun bracelets to dash towards Spider Man, each shot and the recoil propels her faster towards him.

"Try to dodge this!" The girl clenched her fist. From the looks of it, Spider Man can tell that she put a ton of strength onto this one.

"Oh boy…" Spider Man had just landed on the ground and was a bit distracted for a moment because of his empty web shooters, he didn't have time to react to the attack. He could only grit his teeth behind the mask as he braced for impact. The punch hit him square in the face and the force was hard enough to launch him onto a wall and form cracks on it.

"Ugh… that things does not obey the laws of physics at all, if laws of physics even exists in this world that is… I mean using recoil as a propeller? Really? How does that even work?"

"Wow you sure talk a lot, nerd"

"Right back at ya blondie, Nghh..."

Spider Man grunted from the pain before, but he knew it wasn't over yet. His shutter lens widened as the girl came dashing once again towards him. She seems to not let him get a distance this time and is now engaging in a battle of close combat.

The girl kept on punching and kicking while Spider Man could only dodge as he kept on trying to explain his innocence. Although he was able to dodge most of it, he couldn't dodge all of her attacks as she does not let him get any distance away from her. Eventually, blondie was winning as Spider Man kept taking more and more damage. That is until…

"Huh?" The girl was surprised. This time, Spider Man didn't block nor dodge her attack. Instead, he had catch her fist like it was nothing considering how much force a punch had caused on things and the strength she put into that. The girl was even more surprised when she saw the look of her opponent, Spider Man's shutter lens squinted as if he was in a bad mood.

"Knock it off!" Using his free hand, Spider Man hit the girl hard on her stomach. Hard enough to send her flying and crashing on a few crates. Realizing what he'd done, Spider Man's lenses widened in shock and came dashing towards the girl out of concern. Even though she was strong, he thought it was bad for him to have fought back but he snapped after that many hits and he needed the girl to stop for a second, just to hear him out.

"Oh my gosh are you okay? I'm sorry, I didn't mean to hit you that hard it was just… Oof!" Spider Man definitely didn't expect a punch to be thrown to at him by the girl before. He was even more surprised that she had took that punch and still fought him back with another punch as a counter attack, and it was a very strong one, stronger than the previous ones even.

"Okay I'm confused. No normal people could withstand that much hit I threw at them, and that punch wasn't something a street thug could pull off. Also, what kind of thug would apologize for hitting their opponent too hard. who are you?"

The girl had to admit that the punch thrown at her wasn't something no ordinary thief would've been able to pull off. And if he was a thief, he would've used that chance to run away instead of coming towards her out of concern.

"I'm ugh.. Spider Man…"

"Wait, Spider Man? Thee Spider Man? Guy who stopped most of the crimes here in vale all on his own? For real?"

"More less"

She thought about it for a moment and started to match the descriptions from the TV to the guy in front of her. It took a moment but she finally realized that the red and blue tights are similar to what they described in the news. And the motives of his outfit is a bit different than the power rangers themed spandex the thugs that mugged her was wearing. She then looked around and just realized that the guys was already laying on the ground just distance away from her, one of them was even hanging on the wall stuck onto a web.

"…Ahaha sorry I mistook you as one of those guys, I was so focused on my wallet and when I saw you were holding it I just assumed you did it since you were wearing similar styled outfits" The girl laughed awkwardly at her misunderstanding. Spider Man obviously has something to say about this but decides to shrug it off.

"It's chill, I got mistaken as a mugger by an old lady even though I was trying to help her cross the street once".

"For real? Wow, but seriously though. I didn't think I'd be able to meet the actual Spider Man and punched him in the face anytime soon"

"I didn't think I'd get HIT on by a girl very soon either"

"Dude! bad pun"

"Hey I tried!" blondy lightly punched him in the shoulder while they both laugh off their misunderstandings.

Peter was very glad that he didn't have to keep on fighting her, now that they're on good terms, Peter started to notice more of her appearance. She wears a tan jacket that bares her midriff, with golden brown piping and short, puffy sleeves with black cuffs that feature two gold buttons. Underneath was a low cut yellow crop top with somewhat a love with fiery emblem on it.

She also wears a brown belt covered by a pleated brown piece of material reaching from hip to hip around the back of her waist, with her emblem emblazoned on the right-most pleat in gold. Underneath is a long, white, asymmetrical piece of material reaching to her knee on the right side, as well as a pair of black mini-shorts.

She wears a pair of brown, knee-high boots and orange over-the-knee socks, with the right sock pushed down just below the knee. A gray bandanna is tied around her left knee. An orange infinity scarf and black fingerless gloves completes her outfit. He also just noticed that the red burning eyes from before had turned into lilac colored eyes, her glowing golden hair has sort of turned into a normal blonde now and there wasn't any golden auras surrounding her anymore.

"Y'know, you're pretty strong despite how you look. Who are you? And what's with those bracelet shotguns"

"Oh right. I'm Yang, Yang Xiao Long. But you can call me Yang! I'm a Huntress in training, still a student though. And these bad boys, I called them amber celica, they're my weapon of choice since I used my fists most of the time, And I just added guns on this for ranged combats."

"Oh then, I am Spider Man! You can call me web head, you can call me amazing. Just don't call me late for dinner get it?"

"Haha! You're way better than I thought you'd be, and you looked younger than I thought too, and shorter, and skinnier"

"Ugh, don't remind me. I'm aware I'm not that tall, nor bulked with muscles"

"I was thinking you'd be a lot more muscular at first"

"Don't spread salt to the open wound please…"

"Hehe, sorry. But you are pretty strong, you took most of my hits even though I was angry and could still stand, you did only hit me once but I could tell you're strong alright. Which academy did you attend to? I mean, to be able to fight off that many bad guys on your own, you must have been from a pretty popular academy right?" Peter didn't really know how to respond to that. there was a brief pause as he tried to think of a good excuse.

"well, not really. I didn't go to any academies, It's just something I learned in the battlefield" That was what he could came up with, he can't possibly say he didn't go to any academy cause he's not from this world.

"Oh really, so you're one of those who learned the hard way then. I'm attending beacon this month so some action could really sharpen my skills"

'_Beacon huh? Well with skills like that then I'm not surprised…'_

"Hey how's about you spar with me sometimes?" The word spar with this girl sent shivers down Peter's spine.

"Uh… yeah I dunno, maybe next time." Peter made a mental note not to try to pick a fight with this girl if they ever came across each other's paths again. Suddenly Peter felt his stomach grumbling. It was so loud that even Yang could hear it, he forgot that he hadn't eaten breakfast yet.

"Whoa, that's a loud thunder storm. Guess you weren't lying about the not having eaten breakfast part"

"Yeah, I just got here before I could even buy my food" Then suddenly, he remembered about the line to the Taco stand.

"Aww man… Speaking of breakfast, I just remembered I was in a line at a Taco stand before coming here, the Tacos has probably sold out already. I've been waiting for 30 minutes! Not to mention how many times I got cut in line for it. And here I thought I'd finally get the chance to try out Stan's Tacos"

"Wait, did you say Stan's Tacos?"

"Why didn't you say so? I know the guy! And I can take you there if you want, I mean I do owe you an apology"

"You serious? Oh Thank God! You're a life saver, maybe life isn't so unfair at all"

"Actually you're lucky, the guy is a huge fan of you too. I bet he wouldn't mind making a special Taco for you"

"Wow, I sure wasn't expecting that"

And with that, the two walked together to Stan's Taco stand. Meanwhile, the group of thugs that Spider Man caught has been keeping quiet, they were actually awake all this time. Seeing the cost is clear, one of them finally decides to open his mouth while still being stuck on a web.

"Hey boss, we sure were lucky that it was Spider Man who busted us. Imagine if it was that girl instead" says one of the goons to his boss

"We'd be dead by now, you saw how she freaking trashed Spider Man right?" the other goons agreed to the idea.

"Yeah, what was she? A Huntress or something?"

"seems like it"

"Well boys…" The boss finally decided to open his mouth after keeping silent all this time.

"let us never steal from others ever again…" Without knowing, the actual person who had changed the heart of the bad guys into a new path was Yang herself. Any thug wouldn't dare to even mess with such a girl, ever.

**Okay that's it for this chapter, I was planning to make it longer but it didn't turn out quite good so I'm just gonna make it one encounter per chapter. Sorry for not updating in a while but as you can see, I am not dead! Honestly this chapter was a little off in my own opinion but I tried to make it work. Feel free to trash talk me in the review all you want :3 but please, I hope you'll continue to follow this fanfic as it goes. I'm always open for suggestions either on my Instagram or you can just send a DM here. Anyways, there's been a lot going around including the splitting of Spider Man and the MCU which is sad but that won't stop me from making this fanfic. I honestly really like the MCU Spidey for his different and unique take on the character. Anyways, hope to see you in the next chapter guys! Peace out.**


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